/raid1/www/Hosts/bankrupt/TCR_Public/200325.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, March 25, 2020, Vol. 24, No. 84

                            Headlines

121 LANGDON STREET: Court Okays Midland, Lokre Cash Stipulation
131 FRANKLIN STREET: Hires Brunetti Rougeau as Counsel
1934 BEDFORD: Bnai Jacob Backs Debtor Plan, Opposes Mortgagee Plan
305 EAST 61ST: $3 Million Sale of New York Property Approved
900 CESAR CHAVEZ: Unsecureds to Recover 100% in Plan

ABDOUN ESTATE: Court Grant Preliminary Approval to DS
ABR BUILDERS: Plan to be Funded by DMC Settlement & Contributions
ADVANCE PAIN: Gets 45-Day Extension to File Plan & Disclosures
AIR CANADA: S&P Lowers ICR to BB; Ratings on CreditWatch Negative
AKORN INC: Rao Akella Has 11.9% Stake as of March 13

ALGON CORPORATION: Has Cash Collateral Access Thru May 24
AMERICAN AIRLINES: Fitch Cuts LT IDR to B+ & Alters Outlook to Neg.
AMERICAN AIRLINES: S&P Lowers ICR to 'B' on Steeply Lower Demand
AMERICAN BUILDERS: Moody's Affirms CFR at B1, Outlook Stable
ANCHORAGE MIDTOWN: Hires Commercial Real Estate Alaska as Agent

ARIZONA CALL-A-TEEN: Plan to be Funded by Continued Operations
ARMATA PHARMACEUTICALS: Gets $5M Therapeutics Development Award
ARMATA PHARMACEUTICALS: Incurs $19.5 Million Net Loss in 2019
BAYTEX ENERGY: Fitch Affirms 'B+' IDR & Alters Outlook to Negative
BAYTEX ENERGY: Moody's Cuts CFR to B2 & Alters Outlook to Neg.

BINGSTON G. CROSBY: Proposed Sale of Louisville Property Approved
BLESSED HOLDINGS: 1Sharpe's Claim Capped at $425,062
BLUESTEM BRANDS: Taps Prime Clerk as Claims and Noticing Agent
BLUESTEM BRANDS: U.S. Trustee Apppoints 7-Member Committee
BODY RENEW: Seeks to Hire David H. Bundy as Counsel

BOEING CO: Seeks $60 Billion Government Bailout for Industry
BOROWIAK IGA: Taylor Auctions of Personal Property Approved
BRAND BRIGADE: April 29 Plan Confirmation Hearing Set
BRUCE ELIEFF: Creditors Committee Members Disclose Claims
CADIZ INC: Registers 10K Preferred Shares & 7.7M Common Shares

CALLON PETROLEUM: Moody's Lowers CFR to B3 & Alters Outlook to Neg.
CARVANA CO: Lone Pine, et al. Hold 7.5% of Class A Shares
CEDAR FAIR: Moody's Lowers CFR to B1; Reviews Ratings for Downgrade
CENOVUS ENERGY: Fitch Lowers LT IDR to BB+, Outlook Negative
CENOVUS ENERGY: Moody's Lowers CFR to Ba2 & Alters Outlook to Neg.

CENTENNIAL RESOURCE: Moody's Cuts CFR to B3 & Alters Outlook to Neg
CHEFS' WAREHOUSE: S&P Cuts ICR to B-; Ratings on Watch Negative
CHEMOURS CO: S&P Lowers ICR to 'B+'; Outlook Negative
CHOICE ONE: Pennsylvania DOR Objects to Disclosure Statement
CONDUENT BUSINESS: Moody's Cuts CFR to B1 & Alters Outlook to Neg.

CONDUENT INC: S&P Lowers ICR to 'B+' on Operating Underperformance
CONTINENTAL RESOURCES: Moody's Affirms Ba1 CFR, Outlook Stable
COOL HOLDINGS: Cures Default & Extinguishes $6.6 Million of Debt
CUSTOM FABRICATIONS: Hires Tang & Associates as Counsel
DBMP LLC: Committee Hires Hamilton Stephens as Local Counsel

DELMAR SUBS: Unsecured Creditors to Have 3% Recovery in 3 Years
DEPENDABLE BUILDING: Unsec. Creditors to Have 10% Recovery in 5 Yrs
DEVON ENERGY: Moody's Alters Outlook on Ba1 CFR to Stable
DIAMOND OFFSHORE: Terminates 2012 Credit Facility
DIAMONDBACK ENERGY: Moody's Alters Outlook on Ba1 CFR to Stable

DOMINION GROUP: $500K Sale of Equipment to CF Approved
DOWLING COLLEGE: Professor's Breach of Contract Suit Dismissed
E.O.S. RENTALS: Retention of Ritchie as Auctioneer of Property OK'd
EDWARD DON: S&P Lowers ICR To 'B-', On CreditWatch Negative
EKSO BIONICS: Granted Until Sept. 14 to Regain Nasdaq Compliance

EKSO BIONICS: Stockholders Approve Reverse Common Stock Split
ELM HEATING: May Use Dellenbach Cash Collateral
ENDEAVOR ENERGY: Fitch Alters Outlook on BB LT IDR to Stable
ENERGY FUTURE: Ch. 11 Plan Discharge of Asbestos Claims Permissible
EXTRACTION OIL: Fitch Lowers LT Issuer Default Rating to B-

FAIRWAY GROUP: Proposed Sale of Store Closing Assets Approved
FENER LLC: May Use Cash Collateral Thru March 31
FINCO I LLC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
FIRST CLASS: IRS Seeks to Prohibit Use of Cash Collateral
FIRST EAGLE: S&P Cuts Issuer Credit Rating to 'BB'; Outlook Stable

FIVE STAR SENIOR: DHC Contributes 8.2 Million Shares to Subsidiary
FOCUS FINANCIAL: S&P Alters Outlook to Stable, Affirms 'BB-' ICR
FORM TECHNOLOGIES: Moody's Cuts CFR to Caa2, Outlook Negative
FREEDOM CAPITAL: Seeks to Hire Giddens Mitchell as Attorney
FTE NETWORKS: Signs $1.8M Note Purchase Agreement with GS Capital

GATEWAY CASINOS: Moody's Lowers CFR to Caa2 & Alters Outlook to Neg
GENCANNA GLOBAL: Middleton Represents Alpha Mechanical, R.L. Craig
GENERAL ELECTRIC: Aviation Unit Cuts 10% of U.S. Workers
GLENNS CLEANING: Seeks to Hire Seiller Waterman as Counsel
GMP CAPITAL: DBRS Keeps Pfd-4(high) Rating on Cumulative Shares

GNC HOLDINGS: S&P Puts Ratings on CreditWatch Negative
GRAY LAND: Creditor Amends Liquidating Plan Disclosures
HARVEY OST OILFIELD: Court OKs Cash IRS, First State Stipulation
HESS CORP: Moody's Affirms Ba1 Corp. Family Rating, Outlook Stable
HESS MIDSTREAM: Moody's Alters Outlook on Ba2 CFR to Stable

HIGH SIERRA THEATRES: Has Access to Cash Collateral Thru Apr. 30
HL BUILDERS: Involuntary Bankruptcy Petition Tossed
HOLLEY PURCHASER: S&P Alters Outlook to Neg. & Affirms 'B-' ICR
HOME CAPITAL: DBRS Hikes LongTerm Ratings to BB(High)
HORNBLOWER HOLDCO: S&P Lowers ICR to CCC+ on Suspended Operations

HORNBLOWER SUB: Moody's Lowers CFR to B3 & Alters Outlook to Neg.
HUTCHINSON REGIONAL: Moody's Cuts Rating on $35MM Debt to Ba1
INFOGROUP INC: Moody's Lowers CFR to Caa1, Outlook Remains Negative
INTEGER HOLDINGS: S&P Affirms 'B+' ICR; Outlook Stays Positive
INTERNATIONAL WIRE: S&P Downgrades ICR to 'CCC'; Outlook Negative

J.E.L. SITE: CAT's $60K Sale of Track Type Tractor Approved
JAGUAR HEALTH: Seeks OK to Use Crofelemer for COVID-19 Symptoms
JDFIU HOGAN: Seeks to Employ Spector & Cox as Counsel
JO-ANN STORES: S&P Downgrades ICR to 'CCC'; Outlook Negative
JOHNS MANVILLE: Pa. High Court Wants New Trial on Apportionment

JTS TRUCKING: Seeks to Hire Harry P. Long as Counsel
KOSMOS ENERGY: Moody's Lowers CFR to B2 & Sr. Unsec. Rating to Caa1
LIBBEY INC: S&P Downgrades ICR to 'CCC'; Outlook Negative
LONESTAR RESOURCES: Fitch Lowers Rating on Sr. Sec. Revolver to B+
LUCKY'S MARKET: Has Leave File Reply to Objections to Assets Sale

LYONS CHEVROLET: Wins Court OK to Use Cash Collateral Thru Apr. 30
MAGNOLIA OIL: Fitch Affirms B IDR & Alters Outlook to Stable
MARK ALLEN KRIEGER: $56K Sale of Clinton Property Approved
MARTIN MIDSTREAM: Moody's Cuts CFR to Caa3, Outlook Negative
MARTIN MIDSTREAM: S&P Downgrades ICR to 'CCC-'; Outlook Negative

MCDERMOTT INT'L: Selling Lummus Assets & Interests for $2.7 Billion
MEG ENERGY: Fitch Affirms B LT IDR & Alters Outlook to Stable
MISSION COAL: Jones et al. Bid to Amend Suit vs Units Nixed
MJJW PORTFOLIO: Plan to be Funded by Continued Operations
MONUMENT BREWING: Unsecureds to Have 40% Recovery Over 10 Years

MOONLIGHT AUTOMOTIVE: $320K Sale of Franklin Property Approved
MURPHY OIL: Fitch Affirms BB+ IDR, Outlook Stable
MUSCLE MAKER: Unsecureds Get 5% Dividend Under Plan
NABORS INDUSTRIES: Fitch Lowers IDR to B; on Ratings Watch Negative
NATEL ENGINEERING: Moody's Lowers CFR & First Lien Term Loan to B3

NATIONAL CINEMEDIA: S&P Places 'B+' ICR on CreditWatch Negative
NEIMAN MARCUS: Reportedly in Bankruptcy Talks With Lenders
NINE ENERGY: S&P Downgrades ICR to 'CCC+'; Outlook Stable
NORDAM GROUP: Fitch Affirms B LT IDR & Alters Outlook to Negative
NORTHWEST CAPITAL: Has Until May 22 to File Plan & Disclosures

NSK GROUP: May Use Cash Collateral Thru Apr. 29
NTASIOS FAMILY: Hires Christopher C. Alberto as Counsel
OAK HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B' ICR
OCCIDENTAL PETROLEUM: Fitch Lowers IDR to BB+, On Rating Watch Neg.
OCTAVE MUSIC: S&P Cuts ICR to 'B-'; Ratings on Watch Negative

OVINTIV INC: Moody's Affirms 'Ba1' CFR, Outlook Stable
PAINTER SANTA: $9M Sale of Sante Fe Springs Bldg. Approved
PARTY CITY HOLDINGS: S&P Cuts ICR to 'CCC+'; Outlook Negative
PDC BEAUTY: S&P Alters Outlook to Negative, Affirms 'B' ICR
PERFECT BROW: Court Approves Disclosure Statement

PERFORMANCE FOOD: S&P Cuts ICR to 'B+'; Ratings on Watch Negative
PG&E CORP: Pleads Guilty to Involuntary Manslaughter in Camp Fire
PRECISION DRILLING: Fitch Affirms 'B+' IDR & Alters Outlook to Neg.
QEP RESOURCES: Moody's Lowers CFR to B2, Outlook Negative
RADIO DESIGN: Seeks to Hire Randy K. Jentzsch as Accountant

RANDOLPH HOSPITAL: Hires Nelson Mullins as Bankruptcy Counsel
RANDOLPH HOSPITAL: Seeks to Hire Hendren Redwine as Co-Counsel
RUSSELL INVESTMENTS: S&P Alters Outlook to Neg., Affirms BB- ICR
SABLE PERMIAN: Fitch Places CCC+ LT IDR on Rating Watch Negative
SABRE HOLDINGS: Moody's Cuts CFR to Ba3 & Alters Outlook to Neg.

SALSGIVER TELECOM: Court Approves Disclosure Statement
SCREENVISION LLC: S&P Places 'B' ICR on CreditWatch Negative
SEAWORLD PARKS: Moody's Places B2 CFR on Review for Downgrade
SHERIDAN HOLDING: Case Summary & 50 Largest Unsecured Creditors
SILVER CREEK: Debtor & Committee Propose Liquidating Plan

SINCLAIR BROADCAST: S&P Alters Outlook to Neg., Affirms 'BB-' ICR
SM ENERGY: Fitch Lowers IDR to B-; On Ratings Watch Negative
SMG US MIDCO 2: Moody's Cuts CFR to B3 & Alters Outlook to Negative
SMT RE HOLDING: Seeks to Hire Brady & Conner as Counsel
SORENSON MEDIA: $11M Sale of All Assets to The Nielsen Approved

STEINWAY MUSICAL: S&P Alters Outlook to Stable, Affirms 'B' ICR
STILLWATER 8665: Gets Approval to Use Cash Collateral
SUNPOWER CORP: Total S.A., et al. Have 52.5% Stake as of March 18
TEMPUR SEALY: S&P Alters Outlook to Stable, Affirms 'BB-' ICR
TGP HOLDINGS III: S&P Alters Outlook to Neg. & Affirms 'B-' ICR

THOMAS LAWS: $55K Cash Sale of Cessna Airplane Denied as Moot
TNT UNDERGROUND: Unsecureds to Get Share of Net Income for 5 Years
TOUGH MUDDER: Trustee's $700K Sale of All Assets to Spartan Okayed
TOWN SPORTS: Swings to $18.6 Million Net Loss in 2019
TRI-STATE PAIN: Seeks to Hire Industrial Appraisal as Appraiser

TRI-STATE ROOFING: Seeks to Hire Tolson & Wayment as Counsel
TUPPERWARE BRANDS: Moody's Cuts CFR to B3 & Alters Outlook to Neg.
TUPPERWARE BRANDS: S&P Keeps 'B' ICR on CreditWatch Negative
VERESEN MIDSTREAM: Moody's Withdraws Ba3 CFR for Business Reasons
VERMILION ENERGY: Fitch Affirms BB- LT IDR & Alters Outlook to Neg.

VERMILION ENERGY: Moody's Alters Outlook on Ba3 CFR to Negative
VIRGINIA TRUE: Diatomite Corp Objects to Disclosure Statement
VITA CRAFT: Seeks to Use BMO Harris Cash Collateral
VIZITECH USA: Seeks to Hire David Giddens as Accountant
WESTERN HOST: Unsecureds to Receive Nothing Under Liquidating Plan

WESTERN MIDSTREAM: Moody's Reviews Ba1 CFR for Downgrade
WHITING PETROLEUM: Moody's Cuts CFR to Caa1, Alters Outlook to Neg.
WINDSTREAM HOLDINGS: Court Says Charter Comms Can't Delay Case
WOK HOLDINGS: S&P Cuts Issuer-Level Rating to 'CCC+'; Outlook Neg.
WORLD ACCEPTANCE: S&P Cuts ICR to 'B-' on Weaker Covenant Cushions

WPX ENERGY: Moody's Confirms 'Ba3' CFR & Alters Outlook to Stable
XLMEDICA INC: Hires Resnik Hayes as Bankruptcy Counsel
YOUNGEVITY INTERNATIONAL: Daniel Mangless Reports 5% Stake
ZDN INC: U.S. Trustee Unable to Appoint Committee
[*] S&P Takes Various Actions on Cos. in Lodging, Leisure Sector


                            *********

121 LANGDON STREET: Court Okays Midland, Lokre Cash Stipulation
---------------------------------------------------------------
121 Langdon Street Group, LLP asked the Bankruptcy Court for the
Western District of Wisconsin to authorize use of cash collateral,
pursuant to a stipulation the Debtor reached with Midland States
Bank and Lokre Development Company, as agent for Todd
Bramschreiber, Gwen Means, ME Elmore 1, LLC, and RL Elmore 1, LLC.

The stipulation provided that:

   (a) the Debtor will make monthly interest payments to Midland in
the amount of $7,471, and to Lokre in the amount of $1,662,
commencing on the first day of the first complete month following
entry of the Court order authorizing the use of cash collateral.

   (b) Midland and Lokre will be granted replacement liens on all
post-petition rents and proceeds of collateral pursuant to Section
361(2) of the Bankruptcy Code.  

The creditors hold mortgages against the Debtor's real property and
an assignment of the Debtor's rents associated with the mortgaged
real estate.

Judge Catherine J. Furay approved the stipulation, pursuant to an
order, a copy of which is available at https://is.gd/blT4AO from
PacerMonitor.com free of charge.

                    About 121 Langdon Street

121 Langdon Street Group, LLP, is a privately held company whose
principal assets are located at 121 Langdon Street Madison, WI
53703.

121 Langdon Street Group filed a voluntary petition under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 20-10125) on
Jan. 17, 2020. In the petition signed by Harold Langhammer,
partner, the Debtor was estimated to have $1 million to $10 million
in both assets and liabilities. Timothy J. Peyton, Esq., is the
Debtor's counsel.


131 FRANKLIN STREET: Hires Brunetti Rougeau as Counsel
------------------------------------------------------
131 Franklin Street LLC, seeks authority from the U.S. Bankruptcy
Court for the Northern District of California to employ Brunetti
Rougeau LLP, as counsel to the Debtor.

131 Franklin Street requires Brunetti Rougeau to represent and
provide legal services to the Debtor in the bankruptcy
proceedings.

Brunetti Rougeau will be paid at these hourly rates:

        Gregory A. Rougeau           $450
        Kenneth A. Brunetti          $450
        Paralegals                   $150

Within 90 days prior to the filing of the Debtor's Voluntary
Petition, Brunetti Rougeau received from the Debtor the amount of
$30,000.

Brunetti Rougeau will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Gregory A. Rougeau, partner of Brunetti Rougeau LLP, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Brunetti Rougeau can be reached at:

     Gregory A. Rougeau, Esq.
     BRUNETTI ROUGEAU LLP
     235 Montgomery Street, Suite 410
     San Francisco, CA 94104
     Tel: (415) 992-8940
     Fax: (415) 992-8915
     E-mail: grougeau@brlawsf.com

                  About 131 Franklin Street

131 Franklin Street LLC, based in San Francisco, CA, filed a
Chapter 11 petition (Bankr. N.D. Cal. Case No. 20-30155) on Feb.
12, 2020.  In the petition signed by Charles A. Lane, manager, the
Debtor was estimated to have $1 million to $10 million in both
assets and liabilities.  Gregory A. Rougeau, Esq., at Brunetti
Rougeau LLP, serves as bankruptcy counsel.


1934 BEDFORD: Bnai Jacob Backs Debtor Plan, Opposes Mortgagee Plan
------------------------------------------------------------------
Congregation Bnai Jacob submitted an objection to the disclosure
statement explaining creditor 1930 Bedford Avenue LLC's Chapter 11
plan for debtor 1934 Bedford LLC.

Bnai Jacob is a secured creditor holding a duly filed and perfected
mortgage claim upon the Debtor's in excess of $2,000,000 as of
March 1, 2020.  It is, by far, the largest creditor in this case
other than the first mortgage claim held by the creditor which
filed a competing Plan.  

Bnai Jacob supports the Debtor's Plan and objects to the creditor's
Plan.  The Debtor's Plan provides for a private sale in the amount
of $27,250,000 with a $1,000,000 down payment pursuant to an
extended real estate  contract that has become "hard" after the
deadline date for due diligence, which amount is sufficient to pay
all creditors in full and leave equity with additional funds.  The
Creditor's Plan contemplates a rushed sale instead of a measured
marketing program, a waterfall and a contemplated failure to pay
all creditors and equity in full.  

According to Bnai Jacob, the Mortgagee urges the Creditor's Plan as
being more favorable because it is more favorable to the creditor
proponent who will (1) sell,(2)credit bid and (3) rule on the
acceptability of "bidders" and presumably end up owning the
property, at a discount, to the detriment cost and expense of the
junior creditors and equity.

Furthermore, Bnai Jacob objects to the approval of the Creditor's
Disclosure Statement because: (i) the Disclosure Statement does not
contain adequate information as the same is required under Sec.
1125(b) of Title 11 of the United States Code, 11 U.S.C. Sec. 101
et seq. and (ii) the Plan cannot be confirmed as a matter of law.

Bnai Jacob also asserts that the Creditor's Plan is unconfirmable
for various reasons, including:

  * The Mortgagee's arguments that its Plan provides for immediate
sale on confirmation rushing the sale at the last minute
establishes quite   convincingly that the purpose of the
Mortgagee's Plan is to undervalue the Real Property and purchase
such property through a credit bidding scheme.  The Mortgagee's
Plan, therefor, is not a Plan filed in good faith and could not
meet the requirements of Sec. 1129.

  * The Mortgagee's Plan is unsatisfactory by its terms.  The
Mortgagee would post $25,000 for general unsecured creditors and an
amount unspecified to pay professional fees.  Thus, the Mortgagee
is committing to expend approximately $125,000 from the sales
proceeds in order to  collect a claim which it contends is over
$18,000,000, hardly a magnanimous gesture on the part of the
Mortgagee.  While the Mortgagee proceeds to waive a stalking horse
fee, the Mortgagee stands to make  substantially greater sums if a
third-party sale occurs and the Mortgagee's purported
first-position is paid ahead of all of the creditors.  The D/S
fails to disclose how much the Mortgagee would demand  as a breakup
fee in the event that the Mortgagee is not the successful
purchaser.

Attorney for Congregation Bnai Jacob:

     Leo Fox, Esq.
     630 Third Avenue – 18th Floor
     New York, New York 10017
     Tel: (212) 867-9595
     E-mail: leo@leofoxlaw.com

As reported in the Troubled Company Reporter, 1930 Bedford Avenue
LLC, the Mortgagee, filed a Plan of Reorganization for debtor 1934
Bedford, LLC.
According to 1930 Bedford's Disclosure Statement, the Mortgagee
Plan will carve out money from the Mortgagee's first lien on the
sale proceeds to pay the Debtor's bankruptcy professional fees, and
priority claims, if any.  The Mortgagee's Plan will carve out an
additional $25,000 for general unsecured creditors.  This
represents a 15% distribution if the sale proceeds cover all
Secured Claims and if the insider $8,500,000 claim is expunged.
The Mortgagee will also agree to be a stalking horse bidder, with
no stalking horse fee, to ensure a sale.  Each Holder of a General
Unsecured Claim will be paid its pro-rata share of a $25,000
distribution fund. To the extent necessary, such fund will be
funded by the Class 2 Claimant, as set forth in the Class 2
treatment section of the Plan.

A full-text copy of the Mortgagee's Disclosure Statement dated Feb.
6, 2020, is available at https://tinyurl.com/t2g4y3n from
PacerMonitor at no charge.

                     About 1934 Bedford LLC

1934 Bedford LLC operates and develops a multi-unit building in
Brooklyn, New York.

An involuntary petition for relief under Chapter 11 of the
Bankruptcy Code was filed by creditors Simply Brooklyn Realty, HTC
Construction Management, Inc., HTC Plumbing, Inc. against Bedford
(Bankr. E.D.N.Y. Case No. 19-44751) on Aug. 2, 2019.  On Sept. 12,
2019, Bedford consented to the entry of an order for relief under
Chapter 11 of the Bankruptcy Code.

The creditors are represented by Rosenberg Musso & Weiner LLP.
Wayne Greenwald, P.C. is the Debtor's counsel.


305 EAST 61ST: $3 Million Sale of New York Property Approved
------------------------------------------------------------
Judge Sean H. Lane of the U.S. Bankruptcy Court for the Southern
District of New York authorized Kenneth P. Silverman, the Chapter
11 Trustee of 305 East 61st Street Group, LLC, to sell the real
property known as and located at 305-307 East 61St Street, New
York, New York, and the other property as defined in the Sale
Agreement, to 305 E 61St Street Lender, LLC, subject to higher or
better offers.

In exchange, the Buyer will pay the amount equal to the sum of (i)
a credit in the full amount of the Lender's Allowed Claim, as such
amount exists on the Closing Date, (ii) a credit in the full amount
of the Purchaser's claim under the Trustee Loan and the
Post-Petition Loan Documents, as such amount exists on the Closing
Date, plus (ii) $3 million cash.

A hearing on the Motion was held on Feb. 5, 2020 at 11:00 a.m.

The Bid Procedures Portion of the Motion is approved.  The Sale
Agreement is authorized and approved in all respects.

The payment of a break-up fee in the amount of $800,000 to the
Stalking Horse Bidder, at such times and under the circumstances
set forth in and in accordance with the terms of the Sale
Agreement, is authorized and approved in all respects.  The terms
of the Sale Agreement will govern (i) the conditions under which
the Stalking Horse Bidder's bid and the Sale Agreement are
terminable, and (ii) the payment of the Break-Up Fee to the
Stalking Horse Bidder.

The proposed Notice of Sale is approved in all respects and will
provide interested parties with, among other things, the date, time
and location of the Auction, and the date and time of the Sale
Hearing.   
The Objection Deadline is no later than five days prior to the Sale
Hearing.

A copy of the Sales Procedures is available at
https://tinyurl.com/sxrol9h from PacerMonitor.com free of charge.

               About 305 East 61st Street Group

Based in New York, 305 East 61st Street Group LLC, a Single Asset
Real Estate (as defined in 11 U.S.C. Section 101(51B)), filed a
voluntary Chapter 11 petition (Bankr. S.D.N.Y. Case No.19-11911) on
June 10, 2019.  At the time of filing, the Debtor was estimated to
have assets and debt of $10 million to $50 million.  The case is
assigned to Hon. Sean H. Lane.  The Debtor's counsel is Robert J.
Spence, Esq., at Spence Law Office, P.C., in Roslyn, New York.  The
Debtor's accountant is Singer & Falk.


900 CESAR CHAVEZ: Unsecureds to Recover 100% in Plan
----------------------------------------------------
900 Cesar Chavez, LLC, 905 Cesar Chavez, LLC, 5th and Red River,
LLC, and 7400 South Congress, LLC, have proposed a Joint Amended
Plan of Reorganization.

The holder of the Class 1 Lender claim of $18,575,000 will recover
100%. Lender will be paid from cash proceeds on hand at the time of
confirmation, if any, and ongoing sales of the remaining
Properties, with interest only payments to be made monthly
beginning on the 15th day of the month after the Effective Date at
5 percent per annum simple interest, or such other rate as is
determined by the Court.  All remaining principal, interest and
costs will be due and payable on Oct. 1, 2020.

Holders of Class 2 allowed unsecured claims totaling $189,910 will
also recover 100%.  Each holder of an allowed unsecured claim will
receive payment in full of the allowed amount of each holder's
claim, to be paid 30 days following payment of the Class 1 claim.

All cash necessary for the Reorganized Debtors to make payments
pursuant to the Plan will be obtained from proceeds of sale,
proceeds of a refinance, rental receipts, or an affiliate of the
Debtors, World Class Holdings XI, LLC.

A full-text copy of the Amended Disclosure Statement dated March
11, 2020, is available at https://tinyurl.com/r9t57hw from
PacerMonitor.com at no charge.

Attorneys for the Debtors:

     Morris D. Weiss
     Mark C. Taylor
     Evan J. Atkinson
     WALLER LANSDEN DORTCH & DAVIS, LLP
     100 Congress Ave., Suite 1800
     Austin, Texas 78701
     Telephone: (512) 685-6400
     Facsimile: (512) 685-6417
     E-mail: morris.weiss@wallerlaw.com
             mark.taylor@wallerlaw.com
             evan.atkinson@wallerlaw.com

                    About 900 Cesar Chavez

900 Cesar Chavez, LLC is engaged in renting and leasing real estate
properties.  It is a Single Asset Real Estate entities (as
defined in 11 U.S.C. Section 101(51B)).

900 Cesar Chavez, LLC (Bankr. W.D. Tex. Case No. 19-11527), the
Lead Case, and its affiliates, 905 Cesar Chavez, LLC (Bankr. W.D.
Tex. Case No. 19-11528), 5th and Red River, LLC (Bankr. W.D. Tex.
Case No. 19-11529), and 7400 South Congress, LLC (Bankr. W.D. Tex.
Case No. 19-11530), sought Chapter 11 protection on Nov. 4, 2019.
The cases are assigned to Judge Tony M. Davis.  In the petition
signed by Brian Elliott, corporate counsel, 900 Cesar Chavez, LLC,
was estimated to have assets in the range of $1 million to $10
million, and $10 million to $50 million in debt.

The Debtors tapped Evan J. Atkinson, Esq., and Morris D. Weiss,
Esq., at Waller Lansden Dortch & Davis LLP, as counsel.


ABDOUN ESTATE: Court Grant Preliminary Approval to DS
-----------------------------------------------------
Judge J. Thomas Tucker has ordered that the Disclosure Statement
filed by Abdoun Estate Holdings, LLC, is granted preliminary
approval.

The deadline to return ballots on the Second Amended Plan, as well
as to file objections to final approval of the Disclosure Statement
and objections to confirmation of the Second Amended Plan, is April
14, 2020.

The hearing on objections to final approval of the Disclosure
Statement and confirmation of the Second Amended Plan will be held
on April 29, 2020 at 11:00 a.m., in Room 1925, 211 W. Fort Street,
Detroit, Michigan.

No later than April 24, 2020, the Debtor must file a signed ballot
summary indicating the ballot count.

                About Abdoun Estate Holdings

Abdoun Estate Holdings, LLC, based in Southfield, MI, filed a
Chapter 11 petition (Bankr. E.D. Mich. Case No. 19-57624) on Dec.
17, 2019.  In the petition signed by Ahmad Abdulabon, managing
member, the Debtor was estimated $500,000 to $1 million in assets
and $1 million to $10 million in liabilities.  The Hon. Phillip J.
Shefferly oversees the case.  Osipov Bigelman, P.C., is the
Debtor's bankruptcy counsel.


ABR BUILDERS: Plan to be Funded by DMC Settlement & Contributions
-----------------------------------------------------------------
Debtor ABR Builders LLC filed a Third Amended Disclosure Statement
describing its Plan of Reorganization.

Shareholders retain stock interest and discharges personal
liability for certain debt in consideration inter alia for funding
$200,000 of which $135,000 shall be paid on the Effective Date.

The Debtor received objections to the Disclosure Statement from
Glen and Alison Kunofsky, the New York States Department of Labor,
and 112th Street Partners LLC, and counsel for the New York State
Department of Taxation and Finance made a statement on the record
of the hearing to approve the Disclosure Statement. The Kunofskys,
DOL, 112th Street, and DTF are referred as the "Objecting Parties."
The Objecting Parties contend that the Plan is not confirmable.

The Objecting Parties further reserve their rights to object to
confirmation of the Plan on any other basis.  The Debtor believes
these objections are not meritorious and the Plan may be
confirmed.

The initial Plan payment due on Confirmation is to be funded, a
portion of the $80,000 settlement proceeds of the Debtor's
settlement with DMC Columbia LLC, and with Boleslav Ryzinski and
Lukas Macniak plus the initial payment of $135,000 from the
Debtor's principals.

The source of these funds shall be the proceeds of the settlement
with DMC or from the proceeds of the pot.

The Pot shall be funded through a combination of (a) principals
payment of $200,000 over two years consisting of an initial
installment payment of $135,000, from both principals, on the
Effective Date and a payment of $65,000, from both principals.

A full-text copy of the Third Amended Disclosure Statement dated
March 10, 2020, is available at https://tinyurl.com/sfjnzov from
PacerMonitor at no charge.

The Debtor is represented by:

         Leo Fox, Esq.
         630 Third Avenue, 18th Floor
         New York, New York 10017
         Tel: (212) 867-9595
         E-mail: leo@leofoxlaw.com

                     About ABR Builders

ABR Builders -- http://www.abrbuilders.com/-- is a general
contractor serving New York City and the adjoining areas. Since its
founding in 1995, the Company has constructed high-end residential
houses and commercial projects such as private medical clinics. ABR
manufactures all custom architectural, structural, and interior
components through its in-house resources. At the time of filing,
the estimated assets and debts are $1 million to $10 million.

ABR Builders LLC sought Chapter 11 protection (Bankr. S.D.N.Y. Case
No. 19-11041) on April 4, 2019.  The Debtor was estimated to have
$1 million to $10 million in assets and liabilities as of the
bankruptcy filing. Leo Fox, Esq., in New York, serves as counsel to
the Debtor.


ADVANCE PAIN: Gets 45-Day Extension to File Plan & Disclosures
--------------------------------------------------------------
Judge Enrique S. Lamoutte of the U.S. Bankruptcy Court for the
District of Puerto Rico has ordered that Advance Pain Management
and Rehabilitation Institute, Inc.'s response to order to show
cause and second motion requesting an extension of 45 days to file
disclosure statement and reorganization plan is granted.  The order
was entered March 11, 2020.

                 About Advance Pain Management

Advance Pain Management and Rehabilitation owns and operates
ambulatory health care facilities.  Ambulatory surgery centers (or
outpatient surgery centers) are health care facilities where
surgical procedures not requiring an overnight hospital stay are
performed.

Advance Pain Management and Rehabilitation filed a petition under
Chapter 11 of Title 11, United States Code (Bankr. D.P.R. 19-03941)
on July 11, 2019.  In the petitions signed by Dr. Renier Mendez,
president, the Debtor disclosed $69,818 in assets and $122,108 in
liabilities.

Isabel M. Fullana, Esq., at Garcia-Arregui & Fullana, PSC,
represents the Debtor.


AIR CANADA: S&P Lowers ICR to BB; Ratings on CreditWatch Negative
-----------------------------------------------------------------
S&P Global Ratings lowered most of its ratings on Air Canada by one
notch, including its issuer credit rating on the company to 'BB'
from 'BB+' and placed all the ratings on CreditWatch with negative
implications.

"We anticipate credit metrics to be much weaker than previously
expected with a high degree of uncertainty regarding the speed at
which earnings and cash flow will recover. We expect concerns
regarding the spread of COVID-19 to result in a severe decline in
air travel this year because many countries around the world have
temporarily restricted non-essential cross-border travel, including
Canada. In our view, this should result in credit metrics that are
much weaker than we previously expected, with adjusted EBITDA
falling by about two-thirds and adjusted FFO-to-debt of about 10%
in 2020," S&P said.

Should COVID-19 concerns begin to fade in later this year, S&P
believes adjusted FFO-to-debt could improve to about 30% in 2021.
However, S&P recognizes there is a high degree of uncertainty over
the next 12 months that could result in actual credit measures that
are even weaker than the rating agency's base-case scenario.

"We assume revenue will be down close to 30% this year with traffic
on international routes experiencing a sharper decline than
domestic routes. About 70% of Air Canada's capacity is on
transborder or international routes, including about 15% on Pacific
routes, which have experienced the steepest drop in traffic since
the outbreak began. When compared to its domestic competitors, we
believe Air Canada has a relatively large portion of passenger
revenue generated from high-yield business travelers. We believe
demand within this group will be lower in 2020 than for leisure
travelers, with less pent-up demand to benefit from when travel
restrictions are lifted, particularly in the weaker economic
conditions we anticipate," S&P said.

"The CreditWatch negative placement reflects the high degree of
uncertainty about the timing of the airline industry's recovery
from the effects of COVID-19 and how severe the effects will be for
Air Canada. As of now, we expect traffic to begin to recover in
late 2020, but if that gets pushed out later or if Air Canada's
liquidity position deteriorates meaningfully, we are likely to
downgrade the company. We expect to resolve the CreditWatch when
the effects of the outbreak on Air Canada's financial position and
timing of a recovery become more apparent," the rating agency said.


AKORN INC: Rao Akella Has 11.9% Stake as of March 13
----------------------------------------------------
Rao Akella disclosed in an amended Schedule 13D filed with the
Securities and Exchange Commission that as of March 13, 2020, he
beneficially owns 15,094,059 shares of common stock of Akorn, Inc.,
which represents 11.9 percent (based on 126,246,012 shares of
common stock outstanding as of Feb. 18, 2020).  A full-text copy of
the regulatory filing is available for free at:

                        https://is.gd/sdVds0

                             About Akorn

Headquartered in Lake Forest, Illinois, Akorn, Inc. --
http://www.akorn.com-- is a specialty pharmaceutical company
engaged in the development, manufacture and marketing of
multi-source and branded pharmaceuticals.  Akorn has manufacturing
facilities located in Decatur, Illinois; Somerset, New Jersey;
Amityville, New York; Hettlingen, Switzerland and Paonta Sahib,
India that manufacture ophthalmic, injectable and specialty sterile
and non-sterile pharmaceuticals.

Akorn reported a net loss of $226.8 million for the year ended Dec.
31, 2019, compared to a net loss of $401.91 million on $694.02
million for the year ended Dec. 31, 2018.  As of Dec. 31, 2019, the
Company had $1.28 billion in total assets, $1.05 billion in total
liabilities, and $234.29 million in total shareholders' equity.

BDO USA, LLP, in Chicago, Illinois, the Company's auditor since
2016, issued a "going concern" qualification in its report dated
Feb. 26, 2020, citing that the Company has suffered recurring
losses from operations and has a net working capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.

                         *   *   *

As reported by the TCR on Feb. 24, 2020, Moody's Investors Service
downgraded the ratings of Akorn, Inc. including the Corporate
Family Rating to Caa3 from Caa1.  The downgrade reflects the high
risk of a near-term bankruptcy filing by Akorn, given its ongoing
litigation and $845 million term loan maturity in April 2021.  

Also in February 2020, S&P Global Ratings lowered its issuer credit
rating on Akorn Inc. to 'CCC-' from 'B-' with negative outlook.
The negative outlook reflects the increasing possibility that Akorn
will file for Chapter 11 protection under the U.S. Bankruptcy Code
in the next six months to facilitate repayment of its outstanding
debt.


ALGON CORPORATION: Has Cash Collateral Access Thru May 24
---------------------------------------------------------
Judge Robert A. Mark authorized Algon Corporation to use cash
collateral on an interim basis through May 24, 2020 to pay payroll
and other ordinary course expenses, pursuant to the budget.

The budget provides for $83,097 in total expense disbursements,
including $43,000 in gross wages, $15,000 in payroll taxes and
$8,500 in health insurance.  A copy of the budget is available for
free at https://is.gd/Hy7S1w from PacerMonitor.com.

The Court ruled that the Debtor will:

   (a) grant BBVA USA and ExIm Bank (as assignee of BBVA) a
post-petition replacement lien on all assets to the extent of any
valid perfected pre-petition lien held by BBVA and a 507(b)
priority with respect to any loss of adequate protection subject
only to U.S. Trustee fees.

   (b) make adequate protection payments of $25,000 to ExIm Bank
and BBVA  to be divided pro-rata, as follows:

      * $13,984 (representing 55.934%) to ExIm Bank, and
      * $11,016 (representing 44.066%) to BBVA, to be applied
subject to further Court order as to ExIm Bank to an account
designated by the Department of Justice, and as to BBVA to an
account designated by BBVA, to be delivered on or by the last day
of the month.

ExIm Bank, as BBVA's assignee, and BBVA will have a perfected
post-petition lien against the Debtor's postpetition assets.

Continued hearing upon Debtor's use of cash collateral is set to
May 28, 2020 at 1:30 p.m.

                    About Algon Corporation

Algon Corporation -- https://www.algon.com/ -- is a worldwide
distributor of raw materials and industrial parts for the
pharmaceutical, cosmetic, and food industries.  It is located in
Miami, Fla.

Algon Corp sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 19-18864) on July 1, 2019.  In the
petition signed by its president, Alfredo Suarez, the Debtor was
estimated to have assets and liabilities of less than $10 million.
The case is assigned to Judge Robert A. Mark.  The Debtor is
represented by Geoffrey S. Aaronson, Esq., at Aaronson Schantz
Beiley P.A.


AMERICAN AIRLINES: Fitch Cuts LT IDR to B+ & Alters Outlook to Neg.
-------------------------------------------------------------------
Fitch Ratings has downgraded American Airlines Long-Term Issuer
Default Rating to 'B+' from 'BB-' and revised the Rating Outlook to
Negative from Stable.

The rating action is based on the sharp drop in demand occurring in
the market due the coronavirus pandemic. U.S. airlines are
reporting steep and broad-based declines in passenger numbers since
the virus began to appear widely outside of China. Additional debt
raised to bolster liquidity, higher leverage and reduced financial
flexibility along with the worsening drop in demand make returning
to metrics consistent with Fitch's prior base case unlikely before
2022.

American has a significant amount of liquidity and the ability to
raise more in the near term if needed. Therefore, Fitch believes
the financial distress of the next few months is manageable, but
cash burn will be significant and future downgrades are possible if
the drop in demand goes on longer than expected.

American's 'B+' rating is supported by the company's market
position as one of the largest airlines in the world and its
dominant position in key hubs. However, credit metrics have been
pressured over the past two years by a combination of one-time
events including labor issues and the 737 MAX grounding, and by
rising labor costs and by an intensely competitive environment.
Fitch had expected metrics to improve over the next one to two
years, as declining capital expenditures allowed for debt
reduction, and as various revenue initiatives took hold; however,
the current environment pushes that improvement further into the
future. American's adjusted leverage at YE 2019 was 5.0x, which
Fitch considered high for the 'BB-' rating.

KEY RATING DRIVERS

Coronavirus Assumptions: Fitch's main coronavirus scenario
envisions a more than 25% drop in RPMs for the full year compared
to the agency's prior forecast or roughly 18% below 2019 levels,
along with a mid-single digit drop in yields. This would entail a
steep drop-off in 2Q and 3Q traffic followed by a recovery in 4Q.
This scenario will be revised further as more data becomes
available. In this scenario, credit metrics would remain outside of
Fitch's prior negative sensitivities through 2021. Liquidity could
become strained in the near term, although Fitch expects that
American has sufficient borrowing capacity to avoid running short
of cash. Lower liquidity and higher debt balances will also leave
American more exposed to future exogenous events should they occur.
Fitch's stress scenario evaluated monthly cash burn assuming a
revenue drop of at least 75% over the next few months.

Mitigating Actions: American has announced that it will cut
international capacity by 75% in the near term, while domestic will
be cut by 20% in April and 30% in May. Further domestic cuts are
likely as public concerns and efforts to slow the virus increase.
American is making efforts to cut back on non-essential costs such
as hiring, consulting fees, non-essential training, etc. The
sharpest impact to operating results will be in the next few
months, as airline operating costs are largely fixed in the near
term but become much more variable several months in the future.
American is looking at fleet actions that should have longer-term
benefits. The drop in demand has led to announcements that the
company will retire its 767 and 757 fleets earlier than planned.
These actions will simplify the fleet, driving ramifications on
crew and maintenance costs, although the bulk of these benefits
would be longer-term in nature.

The price of jet fuel is a key consideration. The recent drop in
crude prices plus reductions in flying could cut American's fuel
bill nearly in half from around $9.4 billion that it spent in 2019.
Fitch's stress case incorporates jet fuel of around $1.50/gallon in
2020.

American has also taken steps to shore up liquidity, arranging for
a $1 billion delayed draw term loan. The term loan will bring
American's total liquidity to greater than $8 billion. More
borrowing is likely to be necessary in the near term as cash burn
in the next couple of months will be material due to the sharp drop
in bookings. Other levers to be pulled include borrowing against
the company's estimated $10 billion in unencumbered assets or
potentially engaging in forward sales of miles to credit card
partners.

Fitch's ratings do not reflect government assistance. However, if
the proposed $50 billion airline assistance package is approved, it
would provide American with significant additional liquidity to
weather the downturn. Initial proposals call for proceeds to be
distributed by percentage of ASMs flown by each carrier, meaning
that American could benefit by more than $10 billion.

International Exposure: International travel has been harder hit by
the coronavirus outbreak than domestic travel. American has
relatively little exposure to Asia, but more than 11% of revenue
comes from trans-Atlantic flying, which will be heavily impacted by
the recently announced U.S. travel ban.

Cash Flow Aided by Moderate Capital Spending: American has passed
the peak of what was an intense period of capital spending centered
on the company's fleet renewal process. Fitch had expected lower
capital spending to drive material FCF generation, allowing the
company to pay down debt. Fitch now anticipates negative FCF
generation and higher debt balances this year. Nonetheless, the
fact that capital plans for the year were already much more modest
than in prior years helps to stem cash burn during the coronavirus
outbreak. Additionally, American has already arranged financing for
the majority of its 2020 deliveries. Relatively low forecasted
spending in upcoming years should also allow American to recover
and to pay down incremental debt as demand returns.

EETC Ratings:

American's EETC ratings were not a part of this rating review.
Fitch intends to review all of American's EETC ratings within the
next several business days.

DERIVATION SUMMARY

American is rated lower than its major network competitors, Delta
and United primarily due to the company's more aggressive financial
policies. American's debt balance has increased substantially since
its exit from bankruptcy and merger with US Airways in 2013 as it
has spent heavily on fleet renewal and share repurchases. As such
American's adjusted leverage metrics are at the high end of its
peer group. The risk of maintaining a high debt balance is
partially offset by American's substantial cash position.

KEY ASSUMPTIONS

  -- A sharp drop in near-term demand leading to revenues down 75%
or more over the next several months.

  -- Fuel costs at $1.50/gallon through 2020.

  -- A gradual return to normal bookings in the back half of the
year.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Adjusted debt/EBITDAR sustained above 5x;

  -- EBITDAR margins deteriorating into the single digit range;

  -- Shareholder-focused cash deployment at the expense of a
healthy balance sheet;

  -- Evidence of strained liquidity caused by the current drop in
demand.

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Adjusted debt/EBITDAR sustained below 4.5x;

  -- FFO fixed-charge coverage sustained around 2.75x;

  -- FCF generation above Fitch's base case expectations;

  -- Moderating policies toward financial leverage and
shareholder-friendly cash deployment.

LIQUIDITY AND DEBT STRUCTURE

American had total unrestricted cash and short-term investments of
$3.8 billion, plus $3.2 billion in undrawn revolver capacity, equal
to 15.5% of LTM revenue, as of Dec. 31, 2019. This is above the
airline's long-term minimum liquidity target of $7 billion. This
was bolstered by the company's recently announced $1 billion term
loan.


AMERICAN AIRLINES: S&P Lowers ICR to 'B' on Steeply Lower Demand
----------------------------------------------------------------
S&P Global Ratings downgraded American Airlines Group Inc. and
American Airlines Inc. to 'B' from 'BB-'. All of its ratings on the
companies remain on CreditWatch, where it placed them with negative
implications on March 13, 2020. At the same time, S&P revised
recovery rating on the company's unsecured debt to '4' from '3'.

S&P expects American's credit metrics to weaken sharply in 2020,
relative to the rating agency's prior expectations, due to the
effects of the coronavirus pandemic.  While the company is reducing
its capacity and some associated costs and is benefitting from the
steep decline in oil prices, S&P expects these factors to be more
than offset by its much weaker traffic. S&P anticipates that the
volume of passenger traffic will begin to recover later this year
and continue to rebound in 2021.

CreditWatch

S&P expects to resolve the CreditWatch as it learns more about the
effects of the coronavirus on American's financial position. S&P
would likely lower its ratings if the recovery in air traffic takes
longer than it expects, causing the company to report
weaker-than-expected credit metrics and liquidity.


AMERICAN BUILDERS: Moody's Affirms CFR at B1, Outlook Stable
------------------------------------------------------------
Moody's Investors Service affirmed American Builders & Contractors
Supply Co.'s B1 Corporate Family Rating and B1-PD Probability of
Default Rating. Moody's also affirmed the B1 rating on the
company's secured debt and the B3 rating on its senior unsecured
notes due 2026. The outlook is stable.

The following ratings/assessments are affected by the actions:

Outlook Actions:

Issuer: American Builders & Contractors Supply Co.

Outlook, Remains Stable

Affirmations:

Issuer: American Builders & Contractors Supply Co.

Probability of Default Rating, Affirmed B1-PD

Corporate Family Rating, Affirmed B1

Senior Secured Bank Credit Facility, Affirmed B1 (LGD4)

Senior Secured Regular Bond/Debenture, Affirmed B1 (LGD4)

Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD6)

RATINGS RATIONALE

ABC's B1 CFR reflects Moody's expectations that the company will
continue to benefit from modest growth in residential and
commercial roofing projects, from which Moody's estimates that ABC
derives about 60% of its total revenue. Moody's projects annualized
revenue approaching $11.7 billion to $12.0 billion over the next
two years, operating margin in the 7.0% - 7.5% range over the same
time horizon, and adjusted debt-to-LTM EBITDA trending towards 3.0x
at December 31, 2021. A good liquidity profile characterized by
ample free cash flow throughout the year and revolver availability
further support the company's credit profile.

Ongoing cash consumption for dividends, including tax payments, and
the likelihood of more bolt-on acquisitions currently constrain the
company's credit profile. Also, ABC operates in highly competitive
markets, which could create operating and financial pressures in a
downturn. These factors pose significant credit risks to ABC.

Despite the economic uncertainty that the coronavirus outbreak is
causing across many sectors, regions and markets, the stable
outlook reflects Moody's expectations that ABC will continue to
perform well. The nondiscretionary nature of roofing products has
shown that these products experience less demand volatility than
other building products. The upfront costs for roof repair or
replacement are worth the investment compared to the potential
costs of repairing long-term damage from water and resulting
property damage.

Governance factors: Moody's considers in ABC's credit profile is a
moderate financial strategy evidenced by improving leverage.
However, Moody's anticipates continued dividend payments to the
sole shareholder of the company and Chairperson of the Board. Only
three of the ten directors on ABC's board are independent.

Factors that could lead to an upgrade (all ratios include Moody's
standard adjustments):

  - Debt-to-LTM EBITDA is sustained below 4.0x

  - A good liquidity profile is preserved

  - Trends in end markets can support organic growth

Factors that could lead to a downgrade

  - Debt-to-LTM EBITDA is sustained above 5.5x

  - EBITA-to-interest expense is maintained below 2.5x

  - The company's liquidity profile deteriorates

  - Higher than expected dividend distributions

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.

American Builders & Contractors Supply Co., Inc., headquartered in
Beloit, Wisconsin, is one of the largest wholesale distributors of
building products in the US. Diane M. Hendricks through Diane M.
Hendricks Enterprises, Inc. (DMHE) controls all the shares of the
company. Revenue for the year ended December 31, 2019 was about
$11.7 billion. ABC is privately owned and does not disclose
financial information publicly.


ANCHORAGE MIDTOWN: Hires Commercial Real Estate Alaska as Agent
---------------------------------------------------------------
Anchorage Midtown Motel seeks permission from the U.S. Bankruptcy
Court for the District of Alaska to employ Commercial Real Estate
Alaska, LLC, as its real estate listing agent.

Curt Nading, President and Owner of Commercial Real Estate Alaska,
has proposed a listing price of $1,750,000, based on comparable
sales, the current market, the Debtor’s estimated budget, and
other relevant financial information provided in support of the
Debtor’s Plan.

Mr. Nading has agreed to sell the Motel in exchange for a real
estate commission of 6% of the sale price, payable at the time of
closing any sale.

Mr. Nading assures the court that he is a "disinterested party"
within the meaning of 11 U.S.C. Secs. 101(14) and 327.

The firm can be reached through:

     Curt Nading
     Commercial Real Estate Alaska, LLC
     341 W Tudor Road, Suite 103
     Anchorage, AK  99503
     Phone: 907-561-2220
     Fax: 907-561-4845
     Email: Curt@crealaska.com

                   About Anchorage Midtown Motel

Anchorage Midtown Motel, Inc., is a single asset real estate as
defined in 11 U.S.C. Section 101(51B).  It owns the Anchorage
Midtown Motel, a centrally located motel/boarding house consisting
of four buildings with more than 62 rooms.

Anchorage Midtown Motel, based in Anchorage, Arkansas, filed a
Chapter 11 petition (Bankr. D. Alaska Case No. 17-00148) on April
25, 2017, listing $1 million to $10 million in assets and less than
$1 million in liabilities.  A Chapter 11 plan was confirmed on Dec.
5, 2017.

The 2017 petition was signed by Kelly M. Millen, the Debtor's
vice-president and secretary.  Judge Gary Spraker presided over the
2017 case.  Michael R. Mills, Esq., at Dorsey & Whitney LLP, served
as the Debtor's bankruptcy counsel in that case.

Anchorage Midtown Motel again filed for Chapter 11 bankruptcy
(Bankr. Alaska Case No. 19-00369) on Nov. 21, 2019, listing under
$10 million in assets and $500,001 to $1 million in liabilities.
Dorsey & Whitney LLP also serves as bankruptcy counsel in the case.



ARIZONA CALL-A-TEEN: Plan to be Funded by Continued Operations
--------------------------------------------------------------
Debtor Arizona Call-A-Teen Youth Resources, Inc. (ACYR) filed with
the U.S. Bankruptcy Court for the District of Arizona a Plan of
Reorganization and a Disclosure Statement on March 10, 2020.

Debtor currently owns three parcels of real property described as:
648 North Fifth Avenue, Phoenix, AZ 85003; 641 North 6th Avenue,
Phoenix, AZ 85003; and 649 North 6th Avenue, Phoenix, AZ 85003.
Debtor scheduled the values of the real property as $966,600,
$1,315,800, and $1,032,100.  The 648 Property is encumbered by a
deed of trust in favor of Chase Bank in the amount of $214,279.
The 641 Property and 649 Property are encumbered by a deed of trust
in favor of Chase Bank totaling $184,743.

ACYR held approximately $143,697 in business bank and money market
accounts on the Petition Date.  ACYR's cash has been used in the
operation of its business.  ACYR's present cash balance as of Jan.
31, 2020, was $218,815.

ACYR listed general accounts receivable in the amount of
approximately $167,340 as of the Petition Date, none of which were
over 90 days old.  The present accounts receivable balance as of
Jan. 31, 2020, is approximately $99,431.  The accounts receivable
have been collected in the ordinary course of business and used in
the business operations.

ACYR anticipates the total amount of Allowed Unsecured Claims in
Class 3 will be approximately $113,395 owed for business-related
debt.  Class 3-A General Unsecured Claims will be paid a pro-rata
share from ACYR's Excess Cash Flow, on a semiannual basis, after
all senior Allowed Claims have been paid in accordance with the
terms of the Plan, until the Allowed Unsecured Claim have been paid
in full.

ACYR's plan will be funded by its operations and Excess Cash Flow.
The Reorganized Debtors shall act as the Disbursing Agent under the
Plan.

In the event any entity which possesses an Allowed Secured Claim,
or any other lien in any of the Debtor's property for which the
Plan requires the execution of any documents to incorporate the
terms of the Plan, fails to provide a release of its lien or
execute the necessary documents to satisfy the requirements of the
Plan, Debtor may record a copy of their Plan and the Confirmation
Order with the appropriate governmental agency and such recordation
will constitute the lien release and creation of the necessary new
liens to satisfy the terms of the Plan.

A full-text copy of the Disclosure Statement dated March 10, 2020,
is available at https://tinyurl.com/tpkh3dj from PacerMonitor at no
charge.

The Debtor is represented by:

         Martin J. McCue
         Patrick F. Keery
         KEERY MCCUE, PLLC
         6803 East Main Street, Suite 1116
         SCOTTSDALE, AZ 85251
         TEL: (480) 478-0709
         FAX: (480) 478-0787
         E-mail: MJM@KEERYMCCUE.COM
                 PFK@KEERYMCCUE.COM

        About Arizona Call-A-Teen Youth Resources

Arizona Call-A-Teen Youth Resources, Inc. (ACYR) --
https://acyraz.org/ -- is a tax-exempt, nonprofit organization that
offers services primarily for young people who have either dropped
out or are at risk of leaving high school prior to graduation.  It
provides academic, vocational and employment programs to help
individuals discover their potential.

Arizona Call-A-Teen Youth Resources sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 19-14311) on
Nov. 11, 2019. At the time of the filing, the Debtor had estimated
assets of between $1 million and $10 million and liabilities of
between $500,000 and $1 million.  Judge Madeleine C. Wanslee
oversees the case.  The Debtor tapped Keery McCue, PLLC as its
legal counsel.


ARMATA PHARMACEUTICALS: Gets $5M Therapeutics Development Award
---------------------------------------------------------------
Armata Pharmaceuticals, Inc. has been awarded up to $5 million in a
therapeutic development award from the Cystic Fibrosis Foundation
(CFF).  The award will help fund a Phase 1/2 clinical trial of the
company's Pseudomonas aeruginosa phage candidate, AP-PA02, as a
treatment for Pseudomonas airway infections in people with cystic
fibrosis (CF).  Armata plans to conduct the clinical trial within
the Cystic Fibrosis Therapeutics Development Network (TDN), the
largest CF clinical trials network in the world.  The network
brings together experts from across the country to evaluate the
safety and effectiveness of new CF therapies through well designed
clinical studies.

"Last year, we expedited development of our Pseudomonas aeruginosa
phage product candidate, AP-PA02, and elevated it to our lead
development program based on the very encouraging results that we
observed in our preclinical work," said Todd R. Patrick, chief
executive officer of Armata.  "We are pleased that the Cystic
Fibrosis Foundation recognizes the potential of phage-based
therapeutics as a potential treatment for Pseudomonas airway
infections, which are a major cause of morbidity and mortality in
people with CF.  We are working vigorously to advance AP-PA02
through clinical development as efficiently as possible. We are
grateful for the Foundation's support."

"Developing new approaches to treat drug resistant pathogens is
critical," said Michael P. Boyle, MD, president and chief executive
officer of the U.S. Cystic Fibrosis Foundation.  "Better
understanding of phage therapy has potential to significantly
benefit people with CF as well as millions of others worldwide who
are impacted by antibiotic resistant infections."

Dr. Christopher H. Goss, the co-executive director, TDN
Coordinating Center, Seattle Children's Research Institute, and a
Professor of Medicine and Pediatrics at the University of
Washington, is expected to serve as the lead Principal Investigator
for Armata's upcoming clinical trial of AP-PA02. "The CF community
continues to need novel approaches to serious lower airway
infections.  Armata is addressing this need with phage-based
therapeutics.  This approach addresses an important unmet need in
the CF community and has implications for the treatment of serious
infections outside of CF.  I am excited to be working with Armata
and look forward to the launch of this important clinical study,"
said Dr. Goss.

AP-PA02 has been developed as a second-generation version of
AP-PA01, which was featured in the peer-reviewed journal Infection
following the successful treatment of a multidrug-resistant
Pseudomonas aeruginosa infection in a cystic fibrosis patient.
AP-PA02 is comprised of a mixture of complementary bacteriophages
that provide improved host range, increased potency and aid in
preventing the development of resistance.

               About Armata Pharmaceuticals, Inc.

Armata FKA AmpliPhi Biosciences Corporation -- www.armatapharma.com
-- is a clinical-stage biotechnology company focused on the
development of precisely targeted bacteriophage therapeutics for
the treatment of antibiotic-resistant infections using its
proprietary bacteriophage-based technology.  Armata is developing
and advancing a broad pipeline of natural and synthetic phage
candidates, including clinical candidates for Pseudomonas
aeruginosa, Staphylococcus aureus, and other pathogens.  In
addition, in collaboration with Merck, known as MSD outside of the
United States and Canada, Armata is developing proprietary
synthetic phage candidates to target an undisclosed infectious
disease agent.  Armata is committed to advancing phage with drug
development expertise that spans bench to clinic including in-house
phage specific GMP manufacturing.

Armata reported a net loss of $19.48 million on $0 of revenue for
the year ended Dec. 31, 2019, compared to a net loss of $16.70
million on $0 of revenue for the year ended Dec. 31, 2018.  As of
Dec. 31, 2019, the Company had $25.45 million in total assets,
$10.86 million in total liabilities, and $14.59 million in total
stockholders' equity.

Ernst & Young LLP, in San Diego, California, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 19, 2020 citing that the Company has suffered recurring
losses and negative cash flows from operations and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.


ARMATA PHARMACEUTICALS: Incurs $19.5 Million Net Loss in 2019
-------------------------------------------------------------
Armata Pharmaceuticals, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K reporting a net loss of
$19.48 million on $0 of revenue for the year ended Dec. 31, 2019,
compared to a net loss of $16.70 million on $0 of revenue for the
year ended Dec. 31, 2018.

Research and development expenses for the year ended Dec. 31, 2019
were $9.8 million as compared to $8.4 million for the comparable
period in 2018.  The net increase of $1.4 million was primarily
related to a $0.9 million increase in non-cash stock-based
compensation expense, a $0.7 million increase in personnel expenses
resulting from the Merger, a $0.5 million increase in laboratory
supplies, a $0.4 million increase for outside services, a $0.2
million increase of rent and utilities expenses, offset by a $1.3
million of tax rebate from the Australian tax authorities.

General and administrative expenses for the year ended Dec. 31,
2019 were $9.3 million as compared to $2.5 million in the
comparable period in 2018.  The increase of $6.8 million was
primarily due to a $3.3 million increase in non-cash stock-based
compensation expense, a $2.1 million increase in professional fees
(legal, audit and investment banking) primarily associated with the
Merger, a $0.4 million increase in personnel-related expenses, and
$0.5 million increase in insurance costs.

Loss from operations for the year ended Dec. 31, 2019 was $19.8
million as compared to $17.7 million for the comparable period in
2018.  The increase was due to an increase in non-cash stock-based
compensation and additional operating costs in connection with the
Merger.

As of Dec. 31, 2019, Armata held $6.0 million of unrestricted cash
and cash equivalents as compared to $9.7 million as of Dec. 31,
2018.  Subsequent to the end of the fourth quarter, the Company
announced that it had entered into a $25 million private placement
securities agreement with Innoviva.  The first tranche, in which
Armata issued 993,139 common shares and warrants to purchase an
additional 993,139 common shares in exchange for gross proceeds of
approximately $2.8 million, closed in February.

As of March 17, 2020, there were approximately 10.9 million shares
of common stock outstanding.

As of Dec. 31, 2019, the Company had $25.45 million in total
assets, $10.86 million in total liabilities, and $14.59 million in
total stockholders' equity.

Ernst & Young LLP, in San Diego, California, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 19, 2020 citing that the Company has suffered recurring
losses and negative cash flows from operations and has stated that
substantial doubt exists about the Company's ability to continue as
a going concern.

Key Fourth Quarter and Subsequent Period Highlights:

   * Entered into a $25 million securities purchase agreement
     pursuant to which Innoviva, Inc. will purchase approximately
     8.7 million shares of Armata common stock at $2.87 per share
     and warrants to purchase an additional approximately 8.7
     million shares with an exercise price of $2.87 per share.

   * Announced the closing of the first tranche of the Innoviva
     securities purchase agreement, issuing 993,139 common shares
     and warrants to purchase 993,139 common shares in exchange
     for gross proceeds of approximately $2.8 million.  The
     Company obtained voting agreements from shareholders
     representing approximately 55% of its outstanding shares
     that have agreed to vote in favor of the financing at the
     special shareholder meeting now scheduled for March 26,
     2020.  Following approval at the meeting, the second tranche
     of $22.2 million will be received by Armata.

   * In connection with the financing transaction, appointed
     Sarah Schlesinger, M.D. and Odysseas Kostas, M.D. to its
     Board of Directors, both of whom also serve on the Board of
     Innoviva.

   * Continued to advance development of its lead program, a
     Pseudomonas aeruginosa phage product candidate AP-PA02,
     toward submission of an Investigational New Drug application
     (IND) seeking regulatory approval to initiate a first-in-
     human clinical trial this year.  GMP production of the
     product candidate has been completed at the Company's Marina
     del Rey facility.

   * Announced that the Company has been awarded up to $5 million
     in a development award grant from the Cystic Fibrosis
     Foundation to help fund the Pseudomonas aeruginosa phage
     development.

   * Expanded the Board of Directors with the appointment of
     research and development veteran Todd C. Peterson, Ph.D.,  
     and strengthened its clinical team with the appointment of
     Heather Dale Jones, M.D., as vice president, clinical
     development.

"During the fourth quarter, we continued to efficiently advance
development of our lead phage candidate programs, most notably
AP-PA02 for Pseudomonas aeruginosa," said Todd R. Patrick, chief
executive officer of Armata.  "Pseudomonas aeruginosa is an
increasingly multi-drug resistant bacteria that causes severe acute
and chronic infections and is particularly problematic for cystic
fibrosis patients.  This promising therapeutic is just one example
of the potent and highly targeted phage candidates that are
emerging from our proprietary manufacturing and screening
capabilities, and we are eager to initiate formal clinical
development with our first-in-human study in 2020."

"The securities purchase agreement that we recently entered into
with Innoviva significantly strengthened our financial position
and, upon closing of the second and final tranche, will provide us
with the resources necessary to achieve significant and potentially
value-creating development milestones this year and next.  We look
forward to a successful year," Mr. Patrick concluded.

Anticipated 2020 Milestones:

   * Close the second tranche of the previously announced
     securities purchase agreement with Innoviva

   * File an IND and initiate a clinical trial evaluating the
     safety and tolerability of AP-PA02 in cystic fibrosis
     patients chronically infected with Pseudomonas aeruginosa

   * Obtain third party, non-dilutive funding to advance its
     Staphylococcus aureus phage candidate, AP-SA02, into
     clinical trials

   * Continue to screen pathogens against the Company's
     proprietary phage library to identify additional high-
     quality bacteriophage product candidates and expand the
     pipeline

Fourth Quarter Financial Results

Research and development expenses for the three months ended Dec.
31, 2019 were $1.7 million as compared to $2.0 million for the
comparable period in 2018.

General and administrative expenses for the three months ended Dec.
31, 2019 were $2.1 million as compared to approximately $0.8
million for the comparable period in 2018.  The increase was due to
expenses resulting from the merger of C3J Therapeutics, Inc. and
AmpliPhi Biosciences Corp.

Loss from operations for the three months ended Dec. 31, 2019 was
$4.4 million as compared to $2.8 million for the comparable period
in 2018.

A full-text copy of the Form 10-K is available for free at:

                        https://is.gd/qGGKTa

                  About Armata Pharmaceuticals

Armata FKA AmpliPhi Biosciences Corporation --
http://www.armatapharma.com/-- is a clinical-stage biotechnology
company focused on the development of precisely targeted
bacteriophage therapeutics for the treatment of
antibiotic-resistant infections using its proprietary
bacteriophage-based technology.  Armata is developing and advancing
a broad pipeline of natural and synthetic phage candidates,
including clinical candidates for Pseudomonas aeruginosa,
Staphylococcus aureus, and other pathogens.  In addition, in
collaboration with Merck, known as MSD outside of the United States
and Canada, Armata is developing proprietary synthetic phage
candidates to target an undisclosed infectious disease agent.
Armata is committed to advancing phage with drug development
expertise that spans bench to clinic including in-house phage
specific GMP manufacturing.


BAYTEX ENERGY: Fitch Affirms 'B+' IDR & Alters Outlook to Negative
------------------------------------------------------------------
Fitch Ratings has affirmed Baytex Energy Corp.'s Long-Term Issuer
Default Rating at 'B+' and senior unsecured debt at 'BB-'/'RR3'.
The Rating Outlook has been revised to Negative from Stable. .

The Negative Outlook reflects Fitch's expectation that the current
weak oil and gas price environment will narrow financial
flexibility and heighten the risk of lower production and reserves
due to development spending reductions. Following the repayment of
the 2022 notes, Fitch estimates Baytex has availability of roughly
half of its $575 million credit facility at YE 2020, with limited
contingent liquidity options given challenged capital market access
and non-core asset sale prospects. Fitch expects management to
preserve and potentially generate liquidity by materially reducing
capital spending. These reductions in capex and corresponding
operational momentum loss, poses a threat to medium-term
production, reserves, and profitability.

BTE's ratings reflect its diversified North American asset base;
high liquids cut; moderate capex and dedication to living within
cash flow; conservative financial policy, favorable impacts of
hedging on its cash flows, long-dated maturity profile, and lack of
a borrowing base in its revolver, which eliminates the risk of
unfavorable borrowing base redeterminations. These positives are
offset by the company's above average liquidity risk, given draws
on the revolver and limited access to external liquidity; the
non-operated status of its Eagle Ford holdings; and exposure to
heavy oil differentials.

KEY RATING DRIVERS

Revolver Borrowings Restrict Near-Term Liquidity: While BTE ended
2019 with approximately 90% availability under their revolver,
Fitch expects that the refinancing of the 2022 notes and reduced
FCF resulting from depressed oil prices will lead to significant
draws on this facility through the base case. Fitch believes that
internally-generated cash flow will be BTE's primary source of
liquidity in the near term as current capital markets are virtually
closed to high-yield energy and the sale of BTE's most liquid
assets (their Eagle Ford position) would significantly reduce
production size and unit economics of the remaining portfolio. BTE
has mitigated liquidity risk by pushing maturity of their
non-borrowing-base revolver to 2024.

Reduced Capital Spending, Operational Momentum: To maintain their
strategy of living within cash flow in the context of the current
low oil price environment, Fitch expects BTE will dramatically
reduce capex in 2020. Given their limited control over capital
spending in their non-operated Eagle Ford assets, a relatively
higher cut to capex allocated to their Canadian plays are expected
to substantially erode operational momentum and future production
trajectory.

Resolution of Refinancing Risk Provides Runway: BTE's work to
improve their maturity profile provides them with ample opportunity
to recover operational and financial performance ahead of any
refinancing, given a supportive price environment. On Feb. 5, 2020,
BTE issued US$500 million of 8.75% senior unsecured notes due 2027.
The proceeds of this issuance, along with some revolver borrowings,
were used to redeem their US$400 million 5.125% notes due 2021 and
CAD$300 million 6.625% notes due 2022. On March 3, 2020, BTE
amended their term loan and revolving facilities to extend their
maturity to 2024. Following these transactions, BTE's first
maturity is not until April 1, 2024.

Diversified Asset Base: BTE has an asset base that is well
diversified by geography and hydrocarbon mix. Geographically, the
company is in four key plays (Eagle Ford, Viking, Peace River and
Lloydminster), as well as earlier stage liquids exploration
development (the Duvernay). Production is split approximately 40%
US/60% Canada, with the Canadian production split between Alberta
and Saskatchewan. By hydrocarbon, the company's exposure to
oil/bitumen is 71%, NGLs 11% with natural gas the remaining 18%.
While heavy oil and bitumen are significantly discounted due to
quality and transportation differentials, the impact on BTE's
overall margins is softened by its Eagle Ford production (which has
LLS-linked price premium given its waterborne status) and Viking
production (which is priced off of MSW and has a moderate discount
to WTI, recently in the $5.00/bbl range). Similarly, while AECO gas
benchmarks are depressed, more than half of all gas produced by BTE
is from the Eagle Ford, which has historically been sold at a
premium to Henry Hub.

While the benefits of pricing diversification have been limited in
the context of a decline in global oil prices, regional
differentials have tightened substantially, softening the impact of
the weak price environment.

DERIVATION SUMMARY

BTE's positioning against high-yield peers in the independent E&P
space is mixed but reasonable. In terms of size, at 96,360 boepd
(YE 2019), BTE is above average for most 'B' peers including
Lonestar Resources (CCC+, 18,1100 boepd, Sept. 30, 2019) and
Extraction Oil & Gas (B-/RWN, 80,300 boepd, Sept. 30 2019), but
smaller than 'BB' names such as Murphy Oil Corporation (BB+/Stable,
185,200 boepd, Dec. 31, 2019) or Endeavor (BB/Stable, 133,700
boepd, Dec. 31, 2019). BTE's diversification is also above average
given its presence in the U.S. and Canada in four primary regions
(Eagle Ford, Viking, Peace River and Lloydminster), as well as
earlier stage Duvernay. The company's overall exposure to liquids
is relatively high (82%) but about one third of all production is
heavy oil/bitumen, which pressures netbacks due to substantial
quality and transportation related discounts. As calculated by
Fitch, BTE's cash netback at Dec. 31, 2019 was reasonable at
CAD23.00/boe (USD17.69/boe), and approximately in line with
netbacks from SM Energy (USD16.60) and XOG (USD15.80) but below
peers without heavy oil exposure such as Murphy Oil (USD22.70). The
company's debt/flowing barrel was also lower than most peers.
Despite successful refinancing of all near-term bond maturities
(until 2024) BTE's current financial flexibility is limited versus
peers and reflects elevated revolver borrowings, limited non-core
asset-sales opportunity and capital market access. No
country-ceiling, parent/subsidiary or operating environment aspects
has an impact on the rating.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Our Rating Case for the Issuer

  - WTI prices of $38.00, $45.00, $50.00, and $52.00 per barrel
    in 2020, 2021, 2022, and 2023, respectively;

  - Henry Hub prices of $1.85, $2.10, $2.25, and $2.50 per Mcf
    in 2020, 2021, 2022 and 2023, respectively;

  - CAD/USD of 1.3;

  - MSW, WCS, LLS and AECO differentials narrowing in 2020 as a
    result of depressed prices, trending toward historical
    levels throughout the base case;

  - Production declines in 2020 and 2021 as capital expenditure
    is reduced to support FCF generation, returning to growth
    in 2022 and 2023;

  - Redemption of notes due 2022 supported by revolver borrowings;

  - Cash flow directed toward capex and reduction in revolver
    borrowings;

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that BTE would be reorganized as a
going-concern in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.

Going-Concern (GC) Approach

The GC EBITDA assumption of $517 million takes into account a
prolonged commodity price downturn (consistent with the stress
price deck) causing reduced capex and associated operating momentum
resulting in lower than expected EBITDA/cash flow.

An enterprise value (EV) multiple of 4.0x EBITDA is applied to the
GC EBITDA to calculate a post-reorganization EV. The choice of this
multiple considered the following factors:

The historical bankruptcy case study median exit EV multiple for
E&Ps was 5.6x, with a range of 4.5x-5.5x for recovery multiples.

Selection of a lower multiple is consistent with the non-operated
nature of the Eagle Ford assets, as well as exposure to
lower-netback heavy oil in Canada.

Liquidation Approach

The liquidation estimate reflects Fitch's view of transactional and
asset-based valuations, such as recent transactions in Canada and
the Eagle Ford basin on a $/boepd of production and $/1P reserves
basis, as well as NI 51-101 PV-10 estimates. This data was used to
determine a reasonable sales price for the company's assets.

50% Advance rate on A/R reflects lower booking of receivables in a
depressed commodity price environment modeled in the stress.

The senior secured revolver is expected to be drawn at 100% as it
is a secured facility, avoiding redetermination risk. Fitch assumed
a 10% administrative claim. The recovery waterfall results in a
recovery rating of 'RR3' for the unsecured debt.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

To resolve the outlook:

  - Improved financial flexibility, including demonstrated
    ability to generate positive FCF and reduce revolver
    borrowings;

  - Restoration of operational momentum resulting in forecasted
    production sustained around 95,000 boepd;

For an upgrade to 'BB-':

  - Commitment to conservative financial policy resulting in
    mid-cycle debt with equity credit/EBITDA or FFO adjusted
    leverage below 3.0x;

  - Sustained production approaching 110,000 boepd, maintaining
    adequate reserve life and competitive corporate unit
    economics.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  - Deteriorating liquidity and financial flexibility, including
    inability to generate positive FCF and reduce revolver
    borrowings over the next 12 to 18 months;

  - Loss of operational momentum leading to forecasted
    production around 75,000 boepd.

  - Deviation from financial policy resulting in mid-cycle debt
    with equity credit/EBITDA or FFO adjusted leverage above
    3.5x.

LIQUIDITY AND DEBT STRUCTURE

Near-term Liquidity Pressure: Fitch expects BTE to experience
narrowing liquidity options as revolver borrowings increase
following the redemption of their 2022 notes. While Fitch expects
BTE to maintain adequate liquidity in the ratings case, the current
weak commodity price environment will further challenge internal
cash flow generation, delaying positive FCF and revolver pay-down.

Extended Maturity Profile: BTE has successfully mitigated
refinancing risk with the redemption of their 2021 and 2022 notes
from proceeds of their new notes due 2027. With their first
maturity in 2024, Fitch believes that BTE has ample time to manage
their operational and financial profile ahead of any refinancing.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).


BAYTEX ENERGY: Moody's Cuts CFR to B2 & Alters Outlook to Neg.
--------------------------------------------------------------
Moody's Investors Service downgraded Baytex Energy Corp.'s
Corporate Family Rating to B2 from B1, Probability of Default
Rating to B2-PD from B1-PD, senior unsecured rating to B3 from B2
and Speculative Grade Liquidity Rating to SGL-3 from SGL-2. The
outlook was changed to negative from stable.

"Baytex's rating downgrade reflects our expectation that Baytex's
credit metrics will decline in 2020 as a result of the current low
commodity price environment" commented Moody's Analyst Jonathan
Reid.

Downgrades:

Issuer: Baytex Energy Corp.

  Probability of Default Rating, Downgraded to B2-PD from B1-PD

  Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
  SGL-2

  Corporate Family Rating, Downgraded to B2 from B1

  Senior Unsecured Regular Bond/Debenture, Downgraded to
  B3 (LGD4) from B2 (LGD5)

Outlook Actions:

Issuer: Baytex Energy Corp.

  Outlook, Changed To Negative From Stable

RATINGS RATIONALE

Baytex's credit profile is supported by 1) good production levels
of about 70,000 barrels of oil equivalent/day (boe/d, net of
royalties) expected in 2020; 2) geographic diversity with over
one-third of production coming from the Eagle Ford in the US, about
one-quarter from the Viking in Saskatchewan and the balance from
heavy oil in Alberta and Saskatchewan; and 3) adequate liquidity
after refinancing all of its 2021 and 2022 debts. Baytex is
challenged by 1) high F&D costs of about C$20/boe that reduce the
portfolio's resiliency during commodity downturns; 2) increasing
leverage as a result of the low commodity price environment and; 3)
exposure to weak Canadian heavy oil prices.

The downgrade of Baytex's ratings reflects its expectation that its
credit metrics will deteriorate in 2020 in both a low case and base
case oil price environment.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. More specifically,
the weaknesses in Baytex's credit profile have left it vulnerable
to shifts in market sentiment in these unprecedented operating
conditions and Baytex remains vulnerable to the outbreak continuing
to spread and oil prices remaining weak. Moody's regards the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the impact on Baytex of the breadth and
severity of the oil demand and supply shocks, and the broad
deterioration in credit quality it has triggered.

Baytex's liquidity is adequate. Baytex has approximately C$300
million available under its approximately C$800 million (US$575
million authorization) secured revolving credit facility due April
2024, which is not subject to borrowing base redeterminations. The
company's move to cut its capital program should enable it to
generate positive free cash flow in its base case price
environment, however it would expect it to generate negative free
cash flow in a low case oil price environment. The company has no
maturities over the next 12 months. Baytex should remain in
compliance with the two financial covenants applicable to the
secured revolving credit facility and term in a base case oil price
environment over the next 12 months, however Moody's believes there
is some risk that in a low case oil price environment the company
could breach its covenants. Alternate liquidity is limited by the
fact that all of the assets are pledged to the secured revolving
credit facility and the Raging River assets are pledged to the term
loan lenders.

In accordance with Moody's Loss Given Default Methodology, the
senior unsecured notes are rated B3, one notch below the B2 CFR,
due to the US$575 million revolving credit facility that is first
priority secured by Baytex assets and second priority secured by
the Raging River assets, and C$300 million term loan that is first
priority secured by Raging River assets and guaranteed on an
unsecured basis by Baytex.

The negative outlook reflects its view that in a low case price
environment the company's metrics would face severe stress and
there is an increased likelihood it could breach the financial
covenants on its credit facility.

The ratings could be downgraded if retained cash flow to debt is
sustained below 10% (49% at yearend 2019), if LFCR is sustained
below 1x (1.25x at yearend 2019), or if EBITDA to interest is
sustained below 2x (8.8x at yearend 2019).

While an upgrade is unlikely due to the negative outlook, the
ratings could be upgraded if retained cash flow to debt is
sustained at above 25% (49% at yearend 2019), if LFCR is sustained
above 1.5x (1.25x at yearend 2019) or if the company is able to
sustain positive free cashflow.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Baytex Energy Corp. is a publicly listed Calgary, Alberta-based
independent exploration and production company with production in
southern Saskatchewan, the Peace River, Lloydminster and Duvernay
areas in western Canada, and a roughly 25% interest in the
Sugarkane Field within the Eagle Ford shale in Texas.


BINGSTON G. CROSBY: Proposed Sale of Louisville Property Approved
-----------------------------------------------------------------
Judge Thomas H. Fulton of the U.S. Bankruptcy Court for the Western
District of Kentucky authorized Bingston G. Crosby and Dorothy R.
Crosby to sell the real property located at and contiguous to 9300
Old Bardstown Road, Louisville, Kentucky.

The Debtors will have through April 30, 2020 ("First Marketing
Period"), to market the Property through a realtor, obtain a fully
executed contract of sale for the Property, and close the sale of
the Property.  During the First Marketing Period, the Property will
not be marketed for auction sale.  If the closing of sale of the
Property has not been completed by April 30, 2020, the end of the
First Marketing Period, then Eastern Savings Bank, fsb ("ESB) may
avail itself of the Relief from the Automatic Stay by filing a
Notice advising of termination of the Automatic Stay.

However, if the Debtors remit to ESB the sum of $7,500 by April 30,
2020, then ESB will not be permitted to avail itself of the Relief
on the basis of said failure to timely close, and the Debtors will
then have through July 31, 2020 ("Second Marketing Period"), to
market the Property through a realtor, obtain a fully executed
contract of sale for the Property, and close the sale of the
Property.  During the Second Marketing Period, the Debtors may
market the Property for sale through an auction.  If the closing of
sale of the Property has not been completed by July 31, 2020, the
end of the Second Marketing Period, then ESB may avail itself of
the Relief by filing a Notice advising of termination of the
Automatic Stay.

However, if by July 31, 2020, the Debtors have a fully executed,
legally binding contract of sale of the Property to a buyer with
approved credit sufficient to pay the contract purchase price, and
if the Debtors remit to ESB the additional sum of $5,000 by July
31, 2020, then ESB will not be permitted to avail itself of the
Relief on the basis of said failure to timely close, and the
Debtors will then have through Sept. 30, 2020 ("Final Closing
Period"), to close the sale of the Property.  If the closing of
sale of the Property has not been completed by Sept. 30, 2020, the
end of the Final Closing Period, then ESB may avail itself of the
Relief by filing a Notice advising of termination of the Automatic
Stay.

The payments of $7,500 and $5,000 referenced, associated with the
Debtors being afforded the Second Marketing Period and Final
Closing Period, must be received in full and in the form specified,
by ESB or its counsel, by 4:00 p.m. on the respective specified
date, in order for said payments to deemed timely made.  Neither of
said payments, if made, will be applied to reduce the debt of ESB's
mortgage loan with the Debtors, and each will be treated as
separate consideration for ESB's granting of the additional
extension of time afforded, respectively, through the Second
Marketing Period and the Final Closing Period.

The Debtors must obtain ESB's re-approval of any (i) realtor
desired by the Debtors to market the Property, or of any auctioneer
desired by the Debtors to auction the Property; (ii) listing
contract desired to be entered into by the Debtors with a realtor,
or of any auction contract desired to be entered into by the
Debtors with an auctioneer; and (iii) contract of sale with a buyer
prior to entering into said contract.

ESB's mortgage loan will be paid in full directly from closing by
direct disbursement from the closing agent at the time of closing.
The proceeds of sale to pay ESB's mortgage loan will not be paid to
the Debtors, the Court, the Clerk of the Court, or any other party
other than such as ESB may designate, to hold in escrow or
otherwise, pending any further contingency or development.

Until disbursement has been made by the closing agent of funds
sufficient to pay ESB's loan in full, and a deed to the Property
delivered to the buyer and all other contingencies performed such
that there may be no claim for return of the sums disbursed to ESB,
closing may not be deemed to have been completed within the meaning
of the Order.

ESB's pending Motion for a Ruling that it is a Single Asset Real
Estate Case will remain in place on the Court's docket, though no
further hearing need be set at this time.  The right is reserved to
ESB to request a hearing on said Motion at any time.

On ESB's filing of a Notice advising of termination of the
Automatic Stay, then the following provisions of the Order will
thereupon immediately take effect without necessity of any other or
further action on the part of ESB: (i) the Automatic Stay is
terminated in all respects; (ii) the relief from the Automatic Stay
afforded by the Order will continue in effect in the event of
conversion of the case to a case under another chapter of the
Bankruptcy Code; (iii) the stay provided by Bankruptcy Rule
4001(a)(3) will not apply to the Order; and (iv) the provisions of
the Order providing for relief from the Automatic Stay are final
and appealable and there is no just reason for delay.

The case is In re Bingston G. Crosby and Dorothy R. Crosby (Bankr.
W.D. Ky. Case No. 19-32254-thf).



BLESSED HOLDINGS: 1Sharpe's Claim Capped at $425,062
----------------------------------------------------
Debtor Blessed Holdings Trust, Corp., filed an Amended Disclosure
Statement describing its Plan of Reorganization on March 10, 2020.

Class 1 Allowed Secured Claim of 1Sharpe Income Fund, L.P., will be
capped at $425,062 with no further accruing interest, penalties,
costs and attorney fees.  Creditor and Debtor may enter a later
agreement acceptable to both.

As to the Class 2 Secured Claim of U.S. Bank, N.A., the Debtor will
close on a contract for the sale of the real property located at
5757 Alton Road, Miami Beach, Florida 33140 for no less than the
amount of $1,250,000 within 90 days after confirmation.  The
property shall be sold to purchaser free and clear of all liens.
Creditor will not pursue a deficiency claim.

Class 4 Secured Claim of Miami-Dade County, on account of property
taxes, will be paid in full upon the sale of the property located
at 5757 Alton Road, Miami Beach, Florida 33140.

All general unsecured creditors in Class 5 with validly filed
unsecured claims will receive 1 percent of their claims.

A full-text copy of the Amended Disclosure Statement dated March
10, 2020, is available at https://tinyurl.com/u5kogs3 from
PacerMonitor at no charge.

             About Blessed Holdings Trust Corp.

Blessed Holdings Trust Corp. is a corporation based in Hialeah,
Florida. It is a small business debtor as defined in 11 U.S.C.
Section 101(51D).

Blessed Holdings Trust sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 18-25403) on Dec. 11,
2018.  At the time of the filing, the Debtor had estimated assets
of $1 million to $10 million and liabilities of $1 million to $10
million.  The case has been assigned to Judge Jay A. Cristol.  The
Debtor tapped the Law Offices of Richard R. Robles, P.A., as its
legal counsel.


BLUESTEM BRANDS: Taps Prime Clerk as Claims and Noticing Agent
--------------------------------------------------------------
Bluestem Brands, Inc., and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Prime Clerk LLC, as claims and noticing agent to the
Debtors.

Bluestem Brands requires Prime Clerk to:

   a. assist with, among other things, solicitation, balloting,
      and tabulation of votes, and prepare any related reports,
      as required in support of confirmation of a chapter 11
      plan, and in connection with such services, process
      requests for documents from parties in interest, including,
      if applicable, brokerage firms, bank back-offices, and
      institutional holders;

   b. prepare an official ballot certification and, if necessary,
      testify in support of the ballot tabulation results;

   c. assist with the preparation of the Debtors' schedules of
      assets and liabilities and statements of financial affairs
      and gather data in conjunction therewith;

   d. provide a confidential data room, if requested;

   e. manage and coordinate any distributions pursuant to a
      chapter 11 plan; and

   f. provide such other processing, solicitation, balloting, and
      other administrative services described in the Engagement
      Agreement, but not covered by the Section 156(c) Order, as
      may be requested from time to time by the Debtors, the
      Court, or the Office of the Clerk of the Bankruptcy Court
      (the "Clerk").

Prime Clerk will be paid at these hourly rates:

     Director of Solicitation                   $185
     Solicitation Consultant                    $175
     COO and Executive VP                      No charge
     Director                                 $175-$195
     Consultant/Senior Consultant              $70-$170
     Technology Consultant                     $35-$95
     Analyst                                   $35-$55

Prime Clerk will be paid a retainer in the amount of $50,000.

Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Benjamin J. Steele, a partner of Prime Clerk, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Prime Clerk can be reached at:

     Benjamin J. Steele
     PRIME CLERK LLC
     60 East 42nd Street, Suite 1440
     New York, NY 10165
     Tel: (212) 257-5450

                    About Bluestem Brands

Bluestem Brands, Inc. and its affiliates are a direct-to-consumer
retailer that offers fashion, home, and entertainment merchandise
through internet, direct mail, and telephonic channels under the
Orchard and Northstar brand portfolios.  Headquartered in Eden
Prairie, Minnesota, the Debtors employ approximately 2,200
individuals and own and/or lease warehouses, distribution centers,
and call centers in 10 other states, including New Jersey,
Massachusetts, Georgia, and California. The Debtors' supply chain
consists of name-brand vendors -- e.g., Michael Kors, Samsung,
Keurig, Dyson -- as well as private label and non-branded sources
based in the United States and abroad.  For more information, visit
https://www.bluestem.com/

Bluestem Brands, Inc., based in Eden Prairie, MN, and its
debtor-affiliates sought Chapter 11 protection (Bankr. D. Del. Lead
Case No. 20-10566) on March 9, 2020.  In its petition, Bluestem
Brands was estimated to have $500 million to $1 billion in both
assets and liabilities.  The petition was signed by Neil P. Ayotte,
executive vice president, general counsel and secretary.

The Hon. Mary F. Walrath oversees the case.

YOUNG CONAWAY STARGATT & TAYLOR, LLP, and KIRKLAND & ELLIS LLP,
KIRKLAND & ELLIS INTERNATIONAL LLP as counsels; FTI CONSULTING,
INC., as financial advisor; RAYMOND JAMES & ASSOCIATES, INC., as
investment banker; IMPERIAL CAPITAL LLC, as restructuring advisor;
and PRIME CLERK LLC as claims and noticing agent.


BLUESTEM BRANDS: U.S. Trustee Apppoints 7-Member Committee
----------------------------------------------------------
The U.S. Trustee for Regions 3 and 9 on March 21, 2020, appointed a
committee to represent unsecured creditors in the Chapter 11 cases
of BlueStem Brands, Inc. and its affiliates.

The committee members are:

     1. The Flower Club (aka Telefora)
        Attn: Ron Heck
        3737 NW 34th Street
        Oklahoma City, OK 73112
        Phone: 405-440-6306
        Fax: 405-496-2560

     2. United Parcel Service, Inc.
        Attn: Jill Termini
        55 Glenlake Parkway, NE
        Atlanta, GA 30328  
        Phone: 404-828-6455
        Fax: 404-828-6912    

     3. Credit Karma
        Attn: Lilivyn Waratuke
        760 Market Street, 2nd Floor
        San Francisco, CA 94102
        Phone: 415-852-7395

     4. Quad/Graphics, Inc.
        Attn: Juan Mostek
        N61 W23044 Harry's Way
        Sussex, WI 530893995
        Phone: 414-566-2181
        Fax: 414-566-9415

     5. Fujifilm North America Corp.
        Attn: Andrew Morino
        200 Summit Lake Drive
        Valhalla, New York 10545
        Phone: 914-789-8135
        Fax: 914-789-8640

     6. First Contact LLC
        Attn: Brendan Lee
        200 Central Avenue, Suite 700
        St. Petersburg, FL 33701
        Phone: 727-369-0876
        Fax: 727-369-0320

     7. CNA International Inc.
        dba MC Appliance Corp.
        Attn: Jin Kim
        940 N. Central Ave.
        Wood Dale, IL 60191
        Phone: 630-238-2819
  
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent.  They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.

                    About BlueStem Brands Inc.

BlueStem Brands, Inc. and its affiliates are direct-to-consumer
retailers that offer fashion, home and entertainment merchandise
through internet, direct mail, and telephonic channels under the
Orchard and Northstar brand portfolios.  Headquartered in Eden
Prairie, Minn., the Debtors employ approximately 2,200 individuals
and own or lease warehouses, distribution centers, and call centers
in 10 other states.  The Debtors' supply chain consists of
name-brand vendors, including Michael Kors, Samsung, Keurig, Dyson
-- as well as private label and non-branded sources based in the
United States and abroad.  For more information, visit
https://www.bluestem.com/

BlueStem Brands and affiliates sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 20-10566) on
March 9, 2020.  At the time of the filing, the Debtors disclosed
assets of between $500 million and $1 billion and liabilities of
the same range.

Judge Mary F. Walrath oversees the cases.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, Kirkland &
Ellis, LLP and Kirkland & Ellis International, LLP as legal
counsel; FTI Consulting, Inc. as financial advisor; Raymond James &
Associates, Inc. as investment banker; Imperial Capital, LLC as
restructuring advisor; and Prime Clerk, LLC as notice and claims
agent.


BODY RENEW: Seeks to Hire David H. Bundy as Counsel
---------------------------------------------------
Body Renew Alaska, LLC, seeks authority from the United States
Bankruptcy Court for the District of Alaska to hire David H. Bundy,
P.C. as its counsel.

Body Renew requires David H. Bundy to:

     a. prepare and amend schedules and other required filings,
including reports required by the US Trustee;

     b. advise and represent the Debtor with respect to the sale or
refinancing of property of the estate;

     c. advise and represent the Debtor in the negotiation and
preparation of a plan of reorganization and disclosure statement;

     d. provide other matters relating to the administration of the
bankruptcy estate.

Mr. Bundy does not hold or represent an interest adverse to the
Debtor's bankruptcy estate as requires by 11 U.S.C. Sec. 327 and is
a disinterested person in this bankruptcy proceeding as defined by
11 U.S.C. Sec. 101(14).

The firm can be reached through:

     David H. Bundy, Esq.
     David H. Bundy, P.C.
     721 Depot Drive
     Anchorage, AK 99501
     Phone: (907) 248-8431

                        About Body Renew Alaska, LLC

Body Renew Alaska, LLC -- https://bodyrenewalaska.com -- is a
physical fitness company offering personal training, group fitness
classes, weight loss programs, and nutritional counseling.

Body Renew Alaska, LLC, filed its voluntary petition under Chapter
11 of the Bankruptcy Code (Bankr D. Alaska Case No. 20-00075) on
March 6, 2020. In the petition was signed by Brian Horschel, owner
and manager, the Debtor estimated $1 million to $10 million in both
assets and liabilities. David H. Bundy, Esq. at David H. Bundy,
P.C. represents the Debtor as counsel.


BOEING CO: Seeks $60 Billion Government Bailout for Industry
------------------------------------------------------------
Chicago-based airplane manufacturer The Boeing Company (NYSE: BA)
is seeking $60 billion in government aid for itself and its
suppliers as the aviation industry faces the fallout from
Coronavirus pandemic.

"We appreciate the support of the President and the Administration
for the 2.5 million jobs and 17,000 suppliers that Boeing relies on
to remain the number one US exporter, and we look forward to
working with the Administration and Congress as they consider
legislation and the appropriate policies," the company said in a
March 17 statement.

"Boeing supports a minimum of $60 billion in access to public and
private liquidity, including loan guarantees, for the aerospace
manufacturing industry.  This will be one of the most important
ways for airlines, airports, suppliers and manufacturers to bridge
to recovery.  Funds would support the health of the broader
aviation industry, because much of any liquidity support to Boeing
will be used for payments to suppliers to maintain the health of
the supply chain.  The long term outlook for the industry is still
strong, but until global passenger traffic resumes to normal
levels, these measures are needed to manage the pressure on the
aviation sector and the economy as a whole."

Even before the outbreak, Boeing has been burning a lot of that
cash by continuing to pay its suppliers and employees without much
revenue as its 737 Max is still grounded.  The 737 Max grounding
followed two fatal crashes for that new model last year.  Now with
the pandemic, airlines are now deferring orders since the virus has
brought global travel to a near standstill.

But Boeing CEO David Calhoun said March 24, 2020, that the plane
manufacturer does not want the federal government to take an equity
stake, but would prefer to see support for the equity markets.

"I don't have a need for an equity stake," Mr. Calhoun told FOX
Business' Maria Bartiromo.  "I want them to support the credit
markets, provide liquidity. Allow us to borrow against our future,
which we all believe in very strongly and I think our creditors
will too.  It's really that simple."

The company, like many in the current business environment, is
attempting to save cash and has taken measures to limit the
economic hardship stemming from the virus.

Boeing on March 20 announced several decisions to support the
company as it navigates through the COVID-19 pandemic:

   * CEO Dave Calhoun and Board Chairman Larry Kellner will forgo
all pay until the end of the year.

   * The company will suspend its dividend until further notice.

   * Boeing will extend its pause of any share repurchasing until
further notice.

Boeing and airline companies have been under fire for overspending
on share buybacks while recording record profits during the past
decade.  Boeing has spent over $43 billion buying back stock over
the past decade.  Boeing suspended its stock buyback program in
April of 2019, in the middle of the 737 Max crisis.

CEO Dave Calhoun told CNBC's "Squawk Box" March 24 that it will
take "a few years" for the company to get its balance sheet back to
the levels it was at before the 737 Max crisis and the Coronavirus
pandemic.

To increase its liquidity and ease some of the significant
near-term pressures on its business, Boeing on March 17 drew on the
remaining balance of its $13.8 billion delayed draw loan term from
Citibank, N.A., JPMorgan Chase Bank, N.A., BofA Securities, Inc.
and Wells Fargo Securities, LLC as joint lead arrangers and joint
book managers, Bank of America, N.A. and Wells Fargo Bank, National
Association as documentation agents, JPMorgan as syndication agent
and Citibank as administrative agent, and a syndicate of lenders.
Boeing said it continues to have access to revolving credit
agreements entered into on Oct. 30, 2019 -- these facilities, which
to date have not been drawn upon, provide Boeing with additional
liquidity as we navigate the current business challenges.

                      Director Resigns

On March 16, 2020, Nikki R. Haley informed Boeing of her decision
to resign from the Board of Directors effective immediately.
Ambassador Haley served on the Finance and Audit Committees. She
joined the Board in April 2019.

"While I know cash is tight, that is equally true for numerous
other industries and for millions of small businesses. I cannot
support a move to lean on the federal government for a stimulus or
bailout that prioritizes our company over others and relies on
taxpayers to guarantee our financial position. I have long held
strong convictions that this is not the role of government," Ms.
Haley said in her letter of resignation.

"I strongly believe that when one is part of a team, and one cannot
in good faith support the direction of the team, then the proper
thing to do is to resign. As such, I hereby resign my position from
the Boeing Board."

                     About Boeing Co.

Chicago-based The Boeing Company (NYSE: BA) is the world's largest
aerospace company and leading provider of commercial airplanes,
defense, space and security systems, and global services.  As a top
U.S. exporter, the company supports commercial and government
customers in more than 150 countries. Boeing employs more than
160,000 people worldwide and leverages the talents of a global
supplier base. Building on a legacy of aerospace leadership, Boeing
continues to lead in technology and innovation, deliver for its
customers and invest in its people and future growth.


BOROWIAK IGA: Taylor Auctions of Personal Property Approved
-----------------------------------------------------------
Judge Laura K. Grandy of the U.S. Bankruptcy Court for the Southern
District of Illinois authorized Borowiak Iga Foodliner, Inc.'s
public auction sales of personal property located in the closed
grocery stores in the following Southern Illinois Cities:
Grayville, Illinois; Mt. Carmel, Illinois; Mt. Vernon, Illinois and
Centralia, Illinois.

The Debtor is authorized and directed to sell at public auction the
personal property described in the motion to sell with any valid
lien or encumbrance to attach to the proceeds; and for an order
confirming said public sale in all manner and form; and for
authority for Debtor to transfer title to the personal property to
the purchaser.

The Debtor will conduct a public sale by auction for the property
located in Grayville, Illinois on March 7, 2020 at 10:00 a.m. at
709 North Court Street, Grayville, Illinois 62844 to be conducted
by Taylor.

It will hold a public sale by auction for the property located in
Mt. Carmel, Illinois on March 28, 2020 at 10:00 a.m. at 915 Walnut
Street, Mt. Carmel, Illinois 62863 to be conducted by Taylor.

It will hold a public sale by auction for the property located in
Mt. Vernon, Illinois on April 25, 2020 at 10:00 a.m. at 500 South
10th Street, Mt. Vernon, Illinois 62864 to be conducted by Taylor.

The Debtor will hold a public sale by auction for the property
located in Centralia, Illinois on May 30, 2020 at 10:00 a.m. at
1422 East McCord Street, Centralia, Illinois 62801 to be conducted
by Taylor.

The Debtor will file a report of sale within 14 days of each
auction sale.  

The counsel for the moving party will serve a copy of the Order by
mail to all interested parties who were not served electronically.


                About Borowiak Iga Foodliner

Borowiak IGA Foodliner, Inc., d/b/a Borowiak's IGA, --
https://www.borowiaksonline.com/ -- is a food retailer in Southern
Illinois offering canned foods and dry goods, beverages,
cocktails,
breads, casseroles, and other related products.  Borowiak owns and
operates three grocery stores located in Albion, Mt. Carmel and
Carterville, Ill.  Earlier in 2019, Borowiak has closed its stores
in Mt. Vernon, Centralia and Grayville.  In late 2018, Borowiak
closed one store in Lawrenceville.

Borowiak sought Chapter 11 protection (Bankr. S.D. Ill. Case No.
19-40699) on Sept. 17, 2019 in Benton, Illinois.  In the petition
signed by Trevor Borowiak, president, the Debtor disclosed
$2,205,931 in assets and $9,097,877 in liabilities.  Judge Laura K.
Grandy is assigned the Debtor's case.  Antonik Law Offices is the
Debtor's counsel.  Taylor Auction is the auctioneer.


BRAND BRIGADE: April 29 Plan Confirmation Hearing Set
-----------------------------------------------------
On March 6, 2020, the U.S. Bankruptcy Court for the Central
District of California, Los Angeles Division, held a hearing to
consider the motion filed by Debtor Brand Brigade, LLC for the
entry of an order approving the Debtor's Second Amended Disclosure
Statement describing Second Amended Liquidating Plan Dated March 6,
2020.

On March 10, 2020, Judge Sheri Bluebond ordered that:

  * The Disclosure Statement is approved.

  * April 29, 2020, at 2:00 p.m. is the hearing for the Court to
consider confirmation of the Debtor’s Second Amended Plan of
Reorganization.

  * April 17, 2020, is the deadline to file objections to
confirmation of the Plan.

  * April 29, 2020, at 2:00 p.m. is the continued scheduling and
case management conference.

A full-text copy of the order dated March 10, 2020, is available at
https://tinyurl.com/vh9ee9x from PacerMonitor at no charge.

The Debtor is represented by:

         Daniel H. Reiss
         Jeffrey S. Kwong
         LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
         10250 Constellation Boulevard, Suite 1700
         Los Angeles, California 90067
         Telephone: (310) 229-1234
         Facsimile: (310) 229-1244
         E-mail: DHR@LNBYB.COM;JSK@LNBYB.COM

                    About Brand Brigade

Based in Anaheim, Calif., Brand Brigade LLC filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
C.D. Cal. Case No. 19-16397) on May 31, 2019, listing under $1
million in both assets and liabilities.  Jeffrey S. Kwong, sq., at
Levene Neale Bender Yoo & Brill LLP, is the Debtor's bankruptcy
counsel.  Shore Law Offices is the special litigation advisory
counsel.


BRUCE ELIEFF: Creditors Committee Members Disclose Claims
---------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of Hogan Lovells US LLP submitted a verified statement
to disclose that it is representing Bond Safeguard Insurance
Company, Miller Barondess, LLP and E.O.C. Ord, A Professional
Corporation in the Chapter 11 cases of Bruce Elieff.

On Jan. 23, 2020, pursuant to section 1102 of the Bankruptcy Code,
the Office of the United States Trustee for the Central District of
California appointed the Committee in case number 8:19-bk-13858-ES
only.

The Committee consists of the following three members: (i) Bond
Safeguard Insurance Company; (ii) Miller Barondess, LLP; and (iii)
E.O.C. Ord, A Professional Corporation.

As of March 23, 2020, the Committee members and their disclosable
economic interests are:

Bond Safeguard Insurance Company
c/o Lee Woodard, Esq.
Harris Beach, PLLC
333 West Washington St., Suite 200
Syracuse, New York 13202

* Claim of $3,792,056.00, of which $2,950,000.00 is secured and
  $842,056.00 is unsecured, arising out of settlement agreement
  for an indemnity claim from the SunCal bankruptcy

Miller Barondess, LLP
c/o Don Karr, CFO
1999 Avenue of the Stars, #1000
Los Angeles, CA 90067

* Unsecured claim of $12,690,146.63 for legal services.

E.O.C. Ord, A Professional Corporation
c/o Ned Ord, Esq.
23 Sansome Street, Suite 1111
San Francisco, CA 94104-2317

* Unsecured claim of $531,623.36 for legal services

Nothing contained in this Verified Statement should be construed as
a limitation upon, or waiver of, any Committee member's rights to
assert, file and/or amend its claim(s) in accordance with
applicable law and any orders entered in this case establishing
procedures for filing proofs of claim.

The Committee reserves the right to amend or supplement this
Verified Statement in accordance with the requirements set forth in
Bankruptcy Rule 2019.

Counsel for the Official Committee of Unsecured Creditors of Bruce
Elieff can be reached at:

          HOGAN LOVELLS US LLP
          Richard L. Wynne, Esq.
          Bennett L. Spiegel, Esq.
          Edward J. McNeilly, Esq.
          1999 Avenue of the Stars, Suite 1400
          Los Angeles, CA 90067
          Telephone: (310) 785-4600
          Facsimile: (310) 785-4601
          E-mail: richard.wynne@hoganlovells.com
                  bennett.spiegel@hoganlovells.com
                  edward.mcneilly@hoganlovells.com

A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/pR9Gye

                    About Bruce Elieff

Bruce Elieff sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 19-13858) on Oct. 2, 2019.  The
Debtor tapped Couchot Law, LLP, as its legal counsel.


CADIZ INC: Registers 10K Preferred Shares & 7.7M Common Shares
--------------------------------------------------------------
Cadiz Inc. filed a Form S-3 registration statement with the
Securities and Exchange Commission relating to the offer from time
by selling security holders of up to 10,000 shares of Series 1
Preferred Stock, up to 4,050,500 shares of the Company's common
stock issuable upon conversion of the Preferred Shares, 2,589,674
shares of the Company's common stock issued upon conversion of a
portion of its 7.00% Convertible Senior Notes due 2020, and
1,022,464 additional shares of the Company's common stock held by
the selling securityholders.  The Company is contractually
obligated to register the Preferred Shares, the Preferred
Conversion Shares, the Note Conversion Shares and the Additional
Common Shares, which the selling securityholders may resell.

Each Preferred Share is convertible at any time at the option of
the holder into 405.05 shares of the Company's common stock,
subject to adjustment and subject to beneficial ownership
limitations.  On March 5, 2025, each outstanding Preferred Share
will automatically convert into shares of the Company's common
stock, subject to beneficial ownership limitations.  Prior to March
5, 2025, each Preferred Share will be entitled to 301.98 votes
(subject to adjustment) on all matters on which stockholders are
generally entitled to vote (subject to such holder's beneficial
ownership limitation).  After March 5, 2025, the Preferred Shares
will have no voting rights, except as required by applicable law.

Prior to March 5, 2025, subject to exceptions, if the Company
liquidates, dissolves or winds up, each Preferred Share will be
entitled (1) to receive $2,734.09 per share (subject to adjustment)
before any payment may be made to holders of the Company's common
stock or any outstanding series of its preferred stock junior in
liquidation preference to the Preferred Shares and (2) to
participate pro rata on an as-converted into common stock basis
with all of the Company's common stock in the distribution of any
remaining proceeds from the liquidation, dissolution or winding up.
After March 5, 2025, Preferred Shares will not receive any
preference and will only be entitled to participate pro rata on an
as-converted into common stock basis with all of the Company's
common stock in the distribution of any remaining proceeds.  Prior
to March 5, 2025, the holders of Preferred Shares will not be
entitled to participate in any dividends or distributions.  After
March 5, 2025, Preferred Shares will rank pari passu on an
as-converted to common stock basis with all of the Company's common
stock as to dividends and distributions.

The Company will not receive any of the proceeds from the resale of
the Preferred Shares, the Preferred Conversion Shares, the Note
Conversion Shares or the Additional Common Shares.  The Company has
agreed to pay for the expenses of this offering.

The Preferred Shares are not listed on any securities exchange. The
Company's common stock is traded on the Nasdaq Global Market under
the symbol "CDZI".  On March 20, 2020, the last reported sale price
of the Company's common stock on the Nasdaq Global Market was
$9.70.

A full-text copy of the regulatory filing is available for free
at:

                      https://is.gd/jgZwro

                          About Cadiz

Founded in 1983 and headquartered in Los Angeles, California, Cadiz
Inc. -- http://www.cadizinc.com/-- is a publicly held natural
resources company that owns 70 square miles of property with
significant water resources in Southern California.  The Company is
the largest agricultural operation in San Bernardino, California,
where it has sustainably farmed since the 1980s, and is partnering
with public water agencies to implement the Cadiz Water Project,
which over two phases will create a new water supply for
approximately 400,000 people and make available up to 1 million
acre-feet of new groundwater storage capacity for the region.

Cadiz reported a net loss and comprehensive loss of $29.53 million
for the year ended Dec. 31, 2019, compared to a net loss and
comprehensive loss of $26.27 million for the year ended Dec. 31,
2018.  As of Dec. 31, 2019, the Company had $76.72 million in total
assets, $158.84 million in total liabilities, and a total
stockholders' deficit of $82.12 million.

Cadiz said in its Annual Report for the period ended Dec. 31, 2019,
that limitations on the Company's liquidity and ability to raise
capital may adversely affect it.  "Sufficient liquidity is critical
to meet the Company's resource development activities. Although the
Company currently expects its sources of capital to be sufficient
to meet its near-term liquidity needs, there can be no assurance
that its liquidity requirements will continue to be satisfied.  If
the Company cannot raise needed funds, it might be forced to make
substantial reductions in its operating expenses, which could
adversely affect its ability to implement its current business plan
and ultimately impact its viability as a company."


CALLON PETROLEUM: Moody's Lowers CFR to B3 & Alters Outlook to Neg.
-------------------------------------------------------------------
Moody's Investors Service downgraded Callon Petroleum Company's
Corporate Family Rating to B3 from B1, Probability of Default
Rating to B3-PD from B1-PD and the ratings on its senior unsecured
notes to Caa1 from B2. The Speculative Grade Liquidity rating was
downgraded to SGL-3 from SGL-2. The outlook has been revised to
negative from stable.

"The downgrade of Callon Petroleum's ratings reflects the decline
in commodity prices and the impact it will have on the company's
cash flows and liquidity," stated James Wilkins, Moody's Vice
President.

Downgrades:

Issuer: Callon Petroleum Company

Probability of Default Rating, Downgraded to B3-PD from B1-PD

Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
SGL-2

Corporate Family Rating, Downgraded to B3 from B1

Senior Unsecured Regular Bond/Debentures, Downgraded to
Caa1 (LGD5) from B2 (LGD5)

Outlook Actions:

Issuer: Callon Petroleum Company

Outlook, Changed To Negative From Stable

RATINGS RATIONALE

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. Moody's regard the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the impact on Callon's credit quality of the
breadth and severity of the oil demand and supply shocks, and the
broad deterioration in credit quality it has triggered.

Callon's decision to lower its capital expenditures in 2020 by 25%
to $700-$725 million that the company anticipates will keep
production flat at $35 per bbl WTI oil and $2.00 per MMBtu natural
gas prices and hedges will help protect its cash flow generation in
2020.

Callon's SGL-3 rating reflects its current adequate liquidity,
supported by cash flow from operations, modest cash balances, as
well as Callon's revolving credit facility. The revolver had a $2.5
billion borrowing base, $2 billion of commitments and $1.3 billion
of borrowings as of year-end 2019, leaving $700 million available
on the revolver. Moody's expects the availability will be reduced
after the spring 2020 borrowing base redetermination, reflecting
the current lower commodity price environment, and may cut the
amount of unused availability sharply. The revolver has two
financial covenants - a minimum current ratio of 1x and a maximum
leverage ratio of 4x - with which the company may have little
headroom in 2021 if low commodity prices persist. Callon has no
upcoming debt maturities until 2023.

Callon's B3 CFR reflects its scale and recent track record of
growing production and reserves. Following the Carrizo acquisition,
Callon has larger and more diversified operations focused on two
shale plays in the Permian Basin and the Eagle Ford Basin. The
Permian Basin acreage is in the early stages of development and
will require significant capital to develop, while the acquired
Eagle Ford assets, which are also predominately oil producing
assets, are more mature assets. The company's margins have
benefitted from its competitive unit costs as well as the high
proportion of oil in its production volumes.

The negative outlook reflects the low and volatile commodity price
environment and uncertainty over the amount of available borrowing
capacity Callon will maintain under its revolver. The ratings could
be downgraded if liquidity weakens, RCF/debt falls below 20% or
capital efficiency weakens significantly. The ratings could be
upgraded in a more supportive oil and gas price environment if
Callon maintains adequate liquidity, successfully integrates the
acquired Carrizo assets, realizes synergies from the merger and
maintains RCF/debt above 25%.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Callon Petroleum Company, headquartered in Houston, TX is an
independent exploration and production company with operations in
the Permian Basin and the Eagle Ford Shale in Texas.


CARVANA CO: Lone Pine, et al. Hold 7.5% of Class A Shares
---------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, these entities and individuals reported beneficial
ownership of 3,816,275 shares of Class A common stock of Carvana
Co. as of March 3, 2020, which represents 7.5 percent of the shares
outstanding:

   * Lone Pine Capital LLC
   * David F. Craver
   * Brian F. Doherty
   * Mala Gaonkar
   * Kelly A. Granat
   * Stephen F. Mandel, Jr.
   * Kerry A. Tyler

A full-text copy of the regulatory filing is available for free
at:

                      https://is.gd/sfcZe9

                          About Carvana

Founded in 2012 and based in Tempe, Arizona, Carvana Co. --
http://www.carvana.com/-- is a holding company that was formed as
a Delaware corporation on Nov. 29, 2016.  Carvana is an e-commerce
platform for buying and selling used cars.

Carvana reported a net loss of $364.64 million in 2019, a net loss
of $254.74 million in 2018, and a net loss of $164.32 million in
2017.  As of Dec. 31, 2019, the Company had $2.05 billion in total
assets, $1.86 billion in total liabilities, and $191.94 million in
total stockholders' equity.

                           *   *   *

As reported by the TCR on May 24, 2019, S&P Global Ratings affirmed
its 'CCC+' issuer credit rating on Carvana Co. to reflect the
company's improved liquidity after it raised $480 million by
issuing about $230 million of common stock and a $250 million
add-on to its existing senior unsecured notes due 2023.


CEDAR FAIR: Moody's Lowers CFR to B1; Reviews Ratings for Downgrade
-------------------------------------------------------------------
Moody's Investors Service downgraded Cedar Fair, L.P.'s Corporate
Family Rating to B1 from Ba3 and the Probability of Default Rating
to B1-PD from Ba3-PD. The senior unsecured notes were downgraded to
B2 from B1. In addition, all ratings, including the Ba1 senior
secured debt ratings, were placed on review for downgrade. The
rating outlook was changed from stable to ratings under review.

The ratings were downgraded and placed under review due to the
coronavirus outbreak's impact on Cedar Fair's ability to operate
its amusement parks as normally scheduled as well as the effect on
the overall economy and consumer sentiment. Cedar Fair announced
that three of its parks will be closed and the opening of three
other parks will be delayed until the end of March. There is also
elevated risk that the openings will be further delayed which could
substantially erode operating performance and significantly
pressure liquidity over the remainder of 2020.

Issuer: Canada's Wonderland Company

  Senior Secured Revolving Credit Facility, Placed on Review for
  Downgrade, currently Ba1 (LGD2)

Issuer: Cedar Fair, L.P.

  Corporate Family Rating, downgraded to B1 from Ba3, Placed on
  Review for Downgrade

  Probability of Default Rating, downgraded to B1-PD from Ba3-PD,
  Placed on Review for Downgrade

  Senior Secured Term Loan B, Placed on Review for Downgrade,
  currently Ba1 (LGD2)

  Senior Secured Revolving Credit Facility, Placed on Review
  for Downgrade, currently Ba1 (LGD2)

  Gtd Senior Unsecured Regular Bond/Debentures, downgraded to
  B2 (LGD5) from B1 (LGD5), Placed on Review for Downgrade

Outlook Actions:

Issuer: Canada's Wonderland Company

  Outlook, changed to Rating Under Review From Stable

Issuer: Cedar Fair, L.P.

  Outlook, changed to Rating Under Review From Stable

RATINGS RATIONALE

The ratings downgrade and the review for further downgrade reflect
the coronavirus' impact on Cedar Fair's ability to open their
amusement parks and the negative pressures on the overall economy.
The review will focus on the depth and duration of the park
closures, quarterly cash usage, and Cedar Fair's liquidity position
over the remainder of 2020 and beyond. Cedar Fair operates a
portfolio of regional amusement parks that historically generate
substantial attendance (27.9 million in 2019) and good EBITDA
margins. Sizable reinvestment is typically necessary to maintain a
competitive service offering as attendance is exposed to
competition from an increasingly wide variety of other leisure and
entertainment activities as well as cyclical discretionary consumer
spending. Results are also highly seasonal and sensitive to weather
conditions and event risk.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The amusement park
sector could be one of the sectors most significantly affected by
the shock given its sensitivity to consumer demand and sentiment.
More specifically, the weaknesses in Cedar Fair's credit profile,
including its exposure to shifts in market sentiment in these
unprecedented operating conditions and Cedar Fair remains
vulnerable to the outbreak continuing to spread. Moody's regards
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the impact on Cedar Fair of the breadth and
severity of the shock, and the broad deterioration in credit
quality it has triggered.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

Cedar Fair, L.P., headquartered in Sandusky, Ohio, is a publicly
traded Delaware master limited partnership formed in 1987 that owns
and operates amusement parks, waterparks, and hotels in the U.S.
and Canada. Properties include Cedar Point, Knott's Berry Farm,
Kings Island, and Canada's Wonderland. In June 2006, Cedar Fair
acquired Paramount Parks, Inc. from CBS Corporation for a purchase
price of $1.24 billion. In 2019, Cedar Fair bought two waterparks
in Texas for approximately $261 million. Revenue for the LTM ending
Q4 2019 was approximately $1.5 billion.


CENOVUS ENERGY: Fitch Lowers LT IDR to BB+, Outlook Negative
------------------------------------------------------------
Fitch Ratings has downgraded Cenovus Energy Inc.'s Long-Term Issuer
Default Rating to 'BB+' from 'BBB-', and senior unsecured rating to
'BB+'/'RR4' from 'BBB-'. The Rating Outlook is Negative.

The downgrades reflect the impact of sharply lower oil prices on
the company's leverage metrics, which led Fitch to revise its price
deck lower. CVE's debt/EBITDA leverage metrics now look weak for
the rating category under Fitch's revised price deck, particularly
in 2020 and 2021. The downgrades also reflect the higher variance
of CVE's forecast debt/EBITDA leverage in the downcycle when
compared to most investment grade exploration and production (E&P),
despite the progress the company has made to date in reducing
balance sheet debt and taking fixed costs out of its system. The
Negative Outlook is driven by CVE's relatively higher fixed costs
and lower cash netbacks when compared to peer E&Ps, which could
cause credit metrics to underperform in a lower for longer
scenario. Cenovus' ratings also reflect the company's accelerated
debt repayment in 2019, with a total debt reduction of
approximately CAD2.5 billion; enhanced size and scale following the
FCCL and Deep Basin acquisitions; partial integration through its
refining joint venture (jv); and increased rail access (100,000
barrels per day (bpd) of contracted rail capacity, paused currently
given low prices), which should help further buffer its exposure to
Western Canadian Select crude oil (WCS) volatility under a higher
priced environment.

Additional rating concerns include the risks of a prolonged lower
for longer oil price scenario; the volatility associated with West
Texas Intermediate crude oil (WTI)-WCS spreads; below average price
realizations vs. E&P peers given these discounts; uncertainties
surrounding the timing and availability of pipeline infrastructure
needed to move Canadian crude to export markets; and the
structurally higher cost position of oil sands projects versus
shale.

KEY RATING DRIVERS

Prices Collapse Weakens Metrics: Under Fitch's revised base case
oil price deck (WTI oil 2020: $38/barrel, 2021: $45/barrel, 2022:
$50/barrel, 2023 and the long term: $52/barrel) Fitch expects CVE's
debt/EBITDA leverage will weaken considerably over the next two
years, particularly if prices remain in a sub-$40 environment.
Fitch anticipates leverage of 5.0x in 2020, which is higher than
leverage seen during the downturn seen in 2016. The variance of
CVE's debt/EBITDA leverage remains notably wider than for most IG
peers, despite progress the company has made to date in reducing
balance sheet debt and taking fixed costs out of its system. In
spite of weak leverage metrics, the company's FCF generation
remains reasonable over the medium term, given the combination of
relatively low sustaining capital and moderate overall decline
rate.

Capex Reduction: In response to the downturn, CVE announced it
would cut capex by approximately 32%, to the CAD950 million level.
This includes cuts in discretionary capex, Deep Basin spending, and
other programs. CVE has also suspended its crude-by-rail program
given the price collapse has rendered it uneconomic in the short
term. These cuts should result in production cuts of around 6% in
oil sands volumes, and 5% on a total basis in 2020.

Additional Policy Responses: In terms of additional company
responses to a prolonged downturn, Fitch thinks incremental capex
cuts are most likely, given the company's relatively low decline
rate which mitigates the treadmill issues seen among shale
producers. Asset sales and equity raises are less likely given the
ongoing difficult market for Canadian upstream assets and issues
over equity dilution. However, Fitch believes a dividend reduction
could be possible given similar actions taken by other E&Ps in this
and previous downturns. CVE has a track record of vigorously
defending the rating in past downcycles.

Debt Repayment: In 2019, CVE prioritized deleveraging its balance
sheet, and accelerated debt repayment during a period of more
robust netbacks, in the process lowering its debt balances by
approximately CAD2.5 billion (from CAD9.24 billion to CAD6.76
billion). This included a large 2019 debt tender and open market
repurchases. The company continues to target an intermediate net
debt of CAD7.0 billion, and a longer-term net debt target of CAD5.0
billion. Fitch expects deleveraging will be halted or reversed in
the current environment, but will be restarted when a more
favorable price environment arrives.

Curtailment Beneficial: To the degree it remains in place, Fitch
views the provincial oil curtailment as beneficial for oil sands
producers, given it promises to mitigate some of the worst outcomes
in terms of downside volatility for WCS differentials. The policy,
which aligns producers like CVE with the revenue interests of the
province, provides a net benefit to WCS exposed companies. When
favorable pricing returns, CVE has an above average ability to grow
its production under the curtailment, given its crude by rail
contracts which are exempted under the ban. However, crude by rail
is more expensive than pipeline capacity, and CVE temporarily
suspended its rail program as part of its response to the
downturn.

Pipeline Political Risk: There continues to be substantial timing
risk around major pipeline projects in Canada, which have
experienced extensive delays due to entrenched social and
environmental opposition. These include Enbridge's Line 3
replacement (+370,000 bpd in incremental shipping capacity), the
Keystone XL pipeline (+830,000 bpd) and TransMountain Pipeline
(+590,000 bpd). Pipeline delays and other takeaway issues were a
key factor in the collapse in WCS differentials in the fall of
2018, which led to the need for the Alberta quota in the first
place. Additional delays in new capacity could prolong the quota,
create additional project deferrals, and increase reliance on rail
to move product in a higher oil priced scenario. Fitch expects that
ENB's Line 3 will be the first of the major projects to come
online.

Downstream Integration Benefit: CVE is partially integrated through
its 50% stake in heavy crude oil refining jv WRB. This jv creates
moderate diversification benefits for the company. CVE's two U.S.
jv refineries, Wood River and Borger, have 482,000 bpd of
processing capacity (50% net to CVE, and 50% to Phillips 66, the
operator). These refineries are capable of running up to 255,000
bpd of heavy crude. On a run rate basis, CVE's share of the jv
covers approximately 25% of the company's forecast blended heavy
oil production. Refining fundamentals are under some pressure in
the current environment, although not to the same extent as the
upstream. Coronavirus has created demand destruction issues,
including falling utilization and sharp declines in airline jet
fuel consumption.

DERIVATION SUMMARY

At 451,600 boepd (before royalties), CVE's size is above average
for peer E&Ps, and is larger than companies like NBL (BBB/Stable,
355,300 barrels of oil per day [boepd]), HES (BBB-/Stable, 311,000
boepd) or Murphy (BB+/Stable 185,200 boepd), but smaller than
Ovintiv (BBB-/Negative Outlook 564,900 boepd). Basin
diversification is limited given a concentrated position in the
Canadian Oil Sands, but is offset by the company's refining jv, and
to a lesser degree, short cycle Deep Basin assets. As calculated by
Fitch, CVE's cash margins were on the lower end of peers at YE 2019
at CAD18.1 (USD13.91). While CVE has a high percentage of oil
production, its netbacks have historically been restrained by the
WCS price differential, which has been volatile over the last few
years. This exposure to WCS adds a layer of volatility (and
headline risk) that most other E&Ps lack. The level of CVE's
integration/transportation arrangements which hedges against this
volatility is material but remains lower than that of bigger
Canadian competitors like Suncor and Canadian Natural Resources.
Offsetting this exposure is the company's commitment to lower debt
levels, robust self-help corporate actions Cenovus has taken to
defend credit quality, good FCF profile, and comparatively shallow
decline rate.

KEY ASSUMPTIONS

  -- Base Case WTI oil price of USD38 in 2020, USD45 in 2021,
     USD50 in 2022, and USD52 in 2023 and the long term;

  -- WCS differential of just under USD13/barrel in 2020, rising
     to USD16/barrel by the end of the forecast;

  -- 2020 production of 456,000 boepd, rising to 495,000 boepd
     by the end of the forecast;

  -- Capex of CAD950 million in 2020, CAD1,045 million in 2021,
     CAD 1,150 million in 2022, and CAD1,264 million in 2023;

  -- FCF used to pay down debt beginning in 2021;

  -- Dividend maintained at flat levels across the forecast.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Sustained improvement in oil market fundamentals and pricing;

  -- Sustained debt/EBITDA at or below 2.6x;

  -- Continued progress in de-levering and lowering break-evens
resulting in more competitive unit economics;

  -- Long-term resolution of oil sands takeaway issues for the
company.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Another leg down in oil prices fundamental resulting in weaker
base case credit metrics;

  -- Sustained debt/EBITDA above 3.3x;

  -- Failure to maintain adequate liquidity.

LIQUIDITY AND DEBT STRUCTURE

Liquidity and Debt Structure: Cenovus' liquidity is good. As of
Dec. 31, 2019, the company had CAD186 million of cash equivalents.
Supplemental liquidity is provided by a CAD4.5 billion two-tranche
credit facility. The facility is comprised of a CAD3.3 billion
tranche maturing Nov. 30, 2023 and a smaller CAD1.2 billion tranche
maturing Nov. 30, 2022. At Dec. 31. 2019, there was CAD265 million
drawn on the larger facility, leaving total availability of
CAD4.235 billion.

Maturities Profile Manageable: Cenovus has a manageable maturity
profile, as it has aggressively paid off notes through bond tenders
and open market repurchases. Its next maturities due include USD500
million in 3.0% notes due August 2022, and USD450 million in 3.8%
notes due September 2023. Covenant restrictions across CVE's debt
instruments are light. The company's main financial covenant is a
maximum debt-to-capitalization ratio of 65%. The company had ample
headroom with an actual ratio of 25% at Dec. 31 2019. CVE has
approximately CAD2.27 billion of goodwill on its balance sheet
primarily linked to the FCCL/Deep Basin acquisition. Fitch believes
an impairment of that goodwill would not materially impact headroom
under the covenant.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch has made no material adjustments that are not disclosed
within the company's public filings.

ESG CONSIDERATIONS

ESG Considerations

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3 - ESG issues are credit
neutral or have only a minimal credit impact on the entity, either
due to their nature or the way in which they are being managed by
the entity.

Cenovus has an ESG Relevance Score of 4 for Exposure to Social
Impacts, due to high exposure to pipeline and logistics takeaway
capacity, which has been delayed multiple times due to social
resistance to pipelines in Canada. This has increased volatility
around the Canadian oil price differential, which has a negative
impact on the credit profile, and is relevant to the rating in
conjunction with other factors.


CENOVUS ENERGY: Moody's Lowers CFR to Ba2 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service downgraded Cenovus Energy Inc.'s
corporate family rating to Ba2 from Ba1, probability of default
rating to Ba2-PD from Ba1-PD and senior unsecured notes rating to
Ba2 from Ba1. The speculative grade liquidity rating was downgraded
to SGL-2 from SGL-1. The Not Prime commercial paper rating was
affirmed. The rating outlook was changed to negative from
positive.

"The downgrade reflects very low cash flow generation and weak
credit metrics through 2020", said Paresh Chari Moody's analyst.
"Cenovus has good liquidity to weather this period of low prices,
but its credit metrics will be durably weakened by this period of
low oil prices."

Downgrades:

Issuer: Cenovus Energy Inc.

  Corporate Family Rating, Downgraded to Ba2 from Ba1

  Probability of Default Rating, Downgraded to Ba2-PD from Ba1-PD

  Speculative Grade Liquidity Rating, Downgraded to SGL-2 from
  SGL-1

  Senior Unsecured Regular Bond/Debenture, Downgraded to
  Ba2 (LGD4) from Ba1 (LGD4)

Affirmations:

Issuer: Cenovus Energy Inc.

  Senior Unsecured Commercial Paper, Affirmed NP

Outlook Actions:

Issuer: Cenovus Energy Inc.

  Outlook, Changed To Negative From Positive

RATINGS RATIONALE

Cenovus is unhedged and weak oil prices compounded with a wide
Canadian heavy oil percent differential will sharply decrease
Cenovus' cash flow in 2020. Cenovus' integrated business will
provide some stability but the company's bitumen production will
likely have very weak leveraged cash margins through 2020. Cenovus'
liquidity position is good, which is supported by C$4.5 billion in
revolving credit facilities that are mostly undrawn.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. More specifically,
the weaknesses in Cenovus' credit profile have left it vulnerable
to shifts in market sentiment in these unprecedented operating
conditions and Cenovus remains vulnerable to the outbreak
continuing to spread and oil prices remaining weak. Moody's regards
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the impact on Cenovus of the breadth and
severity of the oil demand and supply shocks, and the broad
deterioration in credit quality it has triggered.

Cenovus's Ba2 CFR benefits from 1) a partially integrated business
model that helps mitigate wide and volatile Canadian light-heavy
oil differentials; 2) a long-lived, low decline, and sizable
bitumen production and reserve base; and 3) good liquidity.
Cenovus' Ba2 CFR is challenged by 1) its concentration in largely
one geographic location, the Foster Creek and Christina Lake (FCCL)
steam-assisted gravity drainage (SAGD) projects; 2) low cash flow
generation leading to negative free cash flow in 2020 and weak
credit metrics through 2020 and likely 2021; and 3) Deep Basin
natural gas and liquids-rich natural gas assets that provide low
returns.

Cenovus has good liquidity. At December 31, 2019, Cenovus has C$186
million of cash and C$4.2 billion available under its C$4.5 billion
revolving credit facilities (C$1.2 billion matures November 2022
and C$3.3 billion November 2023). Cenovus will have significant
negative free cash flow through 2020, which will be funded under
the revolver. Cenovus will be well in compliance with its sole
financial covenant (Debt to Cap below 65%) through this period.

Cenovus' senior unsecured notes are rated Ba2, at the CFR, as all
the debt in the capital structure is unsecured.

The negative outlook reflects its expectation that retained cash
flow to debt could be below 15% in 2021.

The ratings could be upgraded if retained cash flow to debt moves
towards 30% and if Cenovus maintains its operating and capital cost
structure at FCCL.

The ratings could be downgraded if retained cash flow to debt
remains below 15% or if FCCL operating cost structure
deteriorates.

Cenovus is a Calgary, Alberta-based exploration and production
company with interests in downstream refinery assets. As of 2019,
Cenovus had approximately 3.8 billion barrels of oil equivalent of
net proved reserves, and produced about 380 thousand boe/d in
2019.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.


CENTENNIAL RESOURCE: Moody's Cuts CFR to B3 & Alters Outlook to Neg
-------------------------------------------------------------------
Moody's Investors Service downgraded Centennial Resource
Production, LLC's Corporate Family Rating to B3 from B1,
Probability of Default Rating to B3-PD from B1-PD and ratings on
its senior unsecured notes to Caa2 from B3. Speculative Grade
Liquidity Rating was downgraded to SGL-4 from SGL-3. The rating
outlook is changed to negative from stable

Downgrades:

Issuer: Centennial Resource Production, LLC

  Probability of Default Rating, Downgraded to B3-PD from B1-PD

  Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
  SGL-3

  Corporate Family Rating, Downgraded to B3 from B1

  Senior Unsecured Notes, Downgraded to Caa2 (LGD5) from B3 (LGD5)

Outlook Actions:

Issuer: Centennial Resource Production, LLC

  Outlook, Changed To Negative From Stable

RATINGS RATIONALE

The downgrade of the CFR to B3 and the negative rating outlook
reflect heightened financial and liquidity risks amid low oil
prices. While CRP benefits from low cost of operations and
increased scale, it is managing a relatively high level of natural
depletion and needs to maintain relatively high level of capital
spending to avoid large decline in production in 2020-2021. Because
CRP did not hedge its oil production at higher oil prices, its cash
flows will decline materially in step with the decline in oil
prices. Moody's expects the company to generate substantial
negative free cash flow and rely on borrowing to fund its
operations through the period of low oil prices.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The independent
exploration and production sector has been one of the sectors most
significantly affected by the shock given its sensitivity to
consumer demand and sentiment. More specifically, the weaknesses in
CRP's credit profile have left it vulnerable to shifts in market
sentiment in these unprecedented operating conditions and CRP
remains vulnerable to the outbreak continuing to spread. Moody's
regards the coronavirus outbreak as a social risk under its ESG
framework, given the substantial implications for public health and
safety. The action reflects the impact on CRP of the breadth and
severity of the shock, and the broad deterioration in credit
quality it has triggered.

CRP's liquidity is weak because of substantially lower cash flow
generation in 2020-2021. It is supported by expected $150 million
in cash proceeds from the divestment of water infrastructure assets
agreed in late 2019. It is also supported by senior secured ABL
facility maturing in May 2023. The facility has $1.2 billion
borrowing base, that is scheduled to be reviewed by the lenders in
Q2 2020. At the end of 2019, the elected commitment under the ABL
was $800 million, allowing some headroom for potential reduction in
the borrowing base in the low oil price environment. As of year-end
2019, Centennial had $624 million available under the facility.

The facility has two financial covenants, including debt/EBITDA and
current ratio. In the absence of recovery in average oil prices in
the second half of 2020, the company may breach some of its
financial covenants. CRP has a relatively limited alternate
liquidity as large share of its assets is encumbered. CRP's first
note maturity is in 2026.

The Caa2 rating on CRP's senior unsecured notes stands two notches
below the B3 CFR reflecting the relatively large size of the senior
secured revolving bank facility and the effective subordination of
the notes to CRP's obligations.

The ratings may be downgraded if liquidity position weakens
further. The upgrade of the ratings, while unlikely in the absence
of sustained recovery in oil prices, would require improvement in
FCF generation and liquidity position.

Centennial Resource Production, LLC is a medium-sized independent
oil and gas producer in the Delaware Basin, West Texas, which is a
96%-owned and fully consolidated subsidiary of Centennial Resource
Development, Inc., a NASDAQ listed holding company, and represents
substantially all of CDEV's operations.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.


CHEFS' WAREHOUSE: S&P Cuts ICR to B-; Ratings on Watch Negative
---------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating and first-lien
debt rating on U.S.-based The Chefs' Warehouse Inc. to 'B-' from
'B+' and placed all of the ratings on CreditWatch with negative
implications.

Sales and profits will materially decline over at least the near
term. It is likely that there will be--at least over the near
term--even more event cancellations and closures of restaurants,
schools, and other institutions. An emphasis on social distancing
could also result in weaker restaurant traffic, even if the
closures are short-lived. S&P estimates adjusted EBITDA could
decline well beyond 50% over the next few quarters depending on the
severity of the sales drop. The company has drawn $100 million on
its asset-based revolver (ABL) to preserve its liquidity position,
and now has cash balances of about $175 million. Pro forma for the
ABL draw, S&P estimates leverage increased to the low 5x-area.
However, leverage could approach or exceed the double digits in the
next few quarters due to the potential rapid deterioration in
EBITDA. After taking into consideration some outstanding letters of
credit, Chefs' still has some additional availability under the ABL
facility, though availability could shrink significantly as
revenues (and consequently, receivables) decline.

The CreditWatch negative placement reflects the potential for a
downgrade over the next few months. However, given the uncertainty
around the duration of the outbreak, including the potential for it
to reoccur after the summer, the ratings could remain on
CreditWatch for a longer than normal period. S&P expects to resolve
the CreditWatch placement after it assesses the severity and
duration of the impact of COVID-19 on Chefs' liquidity position and
credit metrics.


CHEMOURS CO: S&P Lowers ICR to 'B+'; Outlook Negative
-----------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on The Chemours
Co. to 'B+' from 'BB-'. The outlook is negative. S&P also lowered
its issue-level ratings by a notch, including its senior secured
debt ratings, to 'BB' from 'BB+', and its unsecured debt ratings,
to 'B' from 'B+'. Recovery ratings remain '1' on the senior debt
and '5' on the unsecured debt.

S&P's previous rating of 'BB-' considered an improvement in credit
metrics in 2020 and beyond, which it now believes will not
materialize. Instead, credit metrics will be slightly weaker than
levels achieved in 2019.

"The rating action reflects the very challenging macroeconomic
conditions we believe Chemours will face over the next 12 months
and the resulting weakening of credit metrics relative to previous
expectations. We now anticipate that the ratio of FFO to total debt
will be in the 12% to 15% range over the next two years on a
weighted average basis, compared with previous expectations of
levels of slightly below 20%. We expect that combined earnings from
both businesses, the titanium dioxide business (Tio2) and the
fluorochemicals business, will be somewhat flat in 2020 relative to
our previous expectations for an improvement. A key underlying
assumption we make is that economic activity will contract in the
U.S. and Europe in 2020 and that 2020 economic growth will be about
half of what we previously assumed in China. This translates, in
our view, into lower demand and weaker pricing in some of the
company's products. These future challenging conditions we believe
will more than offset Chemours' successful efforts at gaining back
Tio2 market share lost in 2019. We had anticipated in our previous
rating of 'BB-' that these market share gains in part would boost
2020 EBITDA and credit metrics, in particular to levels above those
achieved in 2019," S&P said.

The negative outlook on Chemours reflects S&P's expectations for a
weakening of earnings and credit metrics that is greater than what
the rating agency has considered in its ratings. S&P's base case
assumes a contraction in the U.S. and European economies, which
hurts demand for the company's products. It believes that despite
market share gains in its TiO2 business, the company's credit
metrics will weaken relative to 2019. S&P anticipates an
FFO-to-debt ratio of slightly below 15%. S&P bases these
assumptions on its belief that demand in key end markets will
shrink in 2020 because of recessionary conditions in the U.S. and
Europe and a meaningfully lower GDP growth rate in China than
previously envisioned. Despite these assumptions, S&P believes the
uncertainty related to the ongoing impact of the coronavirus on
various sectors of the economy could portend a greater economic
slowdown than it factors into its ratings. S&P reflects this
uncertainty in its negative outlook. S&P's base case assumes that
management successfully wins back a meaningful portion of market
share lost in 2019, but that the macroeconomic weakness will more
than offset those gains. S&P factors in known environmental and
contingent liabilities into its rating and does not, at this point,
assume a sizable increase in these liabilities beyond those
provided. S&P does not assume any acquisitions, debt-funded
shareholder rewards, or sale of any significant businesses in its
base case.

"We could lower our rating on Chemours if we expected the
weighted-average FFO-to-debt ratio to drop below 12%. We could
downgrade the company if we believed earnings would weaken more
than we anticipate as a result of the disruptive effect and fallout
of the coronavirus situation. TiO2 pricing and demand have held
steady in the first few months of 2020, but it is in the next
several months that we believe demand and pricing could come under
pressure as end markets weaken. Similarly, we believe the risk that
fluorochemical end markets, including the auto market, could weaken
considerably, pressing earnings. We could also lower the rating if
it became apparent that the current provisions and accruals for
contingent liabilities were insufficient and these provisions would
likely increase substantially," S&P said.

"We could revise our outlook to stable if the company's earnings
weakened less than we anticipate or if we believed that end markets
could potentially bounce back in a short period of time so that the
ratio of FFO to total debt remained above 12% with no prospects for
weakening. We would require a brief demonstrated track record of at
least a couple of quarters of improving volumes and earnings.
However, we would consider the volatility in earnings from the TiO2
business and assess the sustainability of such improvement before
considering a positive rating action. We would also assess the
likelihood of environmental liabilities increasing beyond the
amount currently provided for by the company before revising our
outlook," the rating agency said.


CHOICE ONE: Pennsylvania DOR Objects to Disclosure Statement
------------------------------------------------------------
The Commonwealth of Pennsylvania, Pennsylvania Department of
Revenue (PA DOR) objects to the approval of the Disclosure
Statement filed by Debtor Choice One Staffing Group, Inc., on Feb.
3, 2020.  In support of its objection, the Commonwealth of
Pennsylvania states:

   * The Disclosure Statement fails to adequately disclose
non-consensual third-party releases contained in the Plan.  The
Disclosure Statement contains only general language which seeks to
release the Debtor's principals from any and all claims against
them. The corresponding language in the Plan is even broader,
enjoining Creditors from commencing or continuing any action
against the Debtor’s principals.

   * A non-consensual third-party release is an extraordinary
remedy that must be evaluated on a case-by-case basis.  Therefore,
any third-party release must be specifically described in the
Disclosure Statement to allow creditors and parties-in-interest an
adequate opportunity to respond and to permit the Court to
undertake a fact-specific inquiry.

   * Such a broad third-party release would restrict PA DOR's
ability to exercise its statutory remedies against non-debtor
parties in violation of the discharge limitations of 11 U.S.C. Sec.
524(e).  The PA DOR has the authority under state law to assess and
lien non-debtor parties for trust-fund taxes and corporate net
income taxes.

   * The Plan proposes an acceleration and payment in full of Class
4 Priority Tax claims in year seven, but the Disclosure Statement
provides no information regarding the source of funds for this
payment.  This acceleration would be a sizeable balloon payment -
the Disclosure Statement indicates that Class 4 Priority Tax
Claimants are currently owed $672,153.

   * The Disclosure Statement fails to identify the source of funds
for this balloon payment, let along the method of repayment.  It is
not clear if the Debtor will seek new financing, fund the payment
through the operations of the business, or obtain capital
contributions from the equity shareholders.  The feasibility of any
of these funding sources is questionable, at best, given the
unrectified seasonal cash flow issues of the Debtor.

A full-text copy of the Commonwealth of Pennsylvania's objection to
Disclosure Statement dated March 10, 2020, is available at
https://tinyurl.com/uxcgslj from PacerMonitor at no charge.

               About Choice One Staffing Group

Township, Pennsylvania-based Choice One Staffing Group, Inc. --
https://choice1staffing.com/ -- is a full-service staffing firm
that assists businesses in filling their administrative, light
industrial, technical, medical, and hospitality employment needs.
It works on both the local and national level.

Choice One Staffing Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-21455) on April 9,
2019.  At the time of the filing, the Debtor had estimated assets
of less than $1 million and liabilities of between $1 million and
$10 million.  

The case is assigned to Judge Gregory L. Taddonio.  

The Debtor is represented by Knox McLaughlin Gornall & Sennett,
P.C.

No official committee of unsecured creditors has been appointed in
the Debtor's bankruptcy case.


CONDUENT BUSINESS: Moody's Cuts CFR to B1 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service downgraded Conduent Business Services,
LLC's corporate family rating to B1 from Ba3 and its probability of
default rating to B1-PD from Ba3-PD. Concurrently, Moody's
downgraded its rating on Conduent Business' (as well as Affiliated
Computer Services International B.V.'s) senior secured credit
facilities to B1 from Ba3 and the rating on the issuer's unsecured
notes to B3 from B2. The outlook was revised to negative from
stable and the speculative grade liquidity rating is SGL-2. The
rating action reflects sustained weakness in the company's
operating performance, including ongoing sales declines and modest
free cash flow generation, which is expected to persist over the
coming year, as well as a meaningful erosion in the company's
equity cushion. Additionally, uncertainties with respect to the
impact of the coronavirus outbreak cast further pressure on
Conduent's credit quality. Conduent Business is a wholly-owned
subsidiary of Conduent Incorporated.

Moody's downgraded the following ratings:

Issuer: Conduent Business Services, LLC:

  Corporate Family Rating -- Downgraded to B1 from Ba3

  Probability of Default Rating -- Downgraded to B1-PD from Ba3-PD

  Senior Secured Term Loan A due 2022 -- Downgraded to B1 (LGD3)
  from Ba3 (LGD3)

  Senior Secured Term Loan B due 2023 -- Downgraded to B1 (LGD3)
  from Ba3 (LGD3)

  Senior Secured Revolving Credit Facility expiring 2022--
  Downgraded to B1 (LGD3) from Ba3 (LGD3)

  Senior Unsecured Notes due 2024 -- Downgraded to B3 (LGD6) from
  B2 (LGD6)

Issuer: Affiliated Computer Services International B.V.

  Senior Secured Term Loan A due 2022 -- Downgraded to B1 (LGD3)
  from Ba3 (LGD3)

  Outlook on all issuers revised to Negative from Stable

RATINGS RATIONALE

Conduent Business' B1 CFR is constrained by its levered capital
structure as the debt leverage of the issuer is approaching 3.5x.
Additionally, competitive pressures from larger rivals and
competitors in lower cost regions and Conduent's susceptibility to
weakening pricing trends which continue to weigh on sales growth
prospects and overall business performance negatively impact credit
quality. Conduent's somewhat concentrated stock ownership and board
representation by investment vehicles controlled by Carl Icahn
presents meaningful corporate governance concerns, particularly
with respect to potential equity repurchases that would negatively
impact credit quality.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. Additionally,
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial credit implications of public
health and safety which may lead to material, albeit temporary,
disruptions of day-to-day operations. The action reflects the
impact on Conduent's credit profile of the breadth and severity of
this shock and the broad deterioration in credit quality it has
triggered.

Conduent's credit profile is supported by the company's scale and
solid market position as a provider of business process services to
governments as well as clients operating in the healthcare industry
and other private sector markets. Additionally, Conduent's highly
recurring revenue base, longstanding customer relationships, and
high client retention rates provide strong top-line visibility that
buttress the company's credit fundamentals.

Conduent's SGL-2 rating reflects the company's good liquidity that
is supported by the company's adjusted cash balance of around $505
million as of December 31, 2019 as well as Moody's forecast of
approximately $60 million in FCF (before the impact of projected
$118 million in payments related to the 2019 settlement of the
Texas Medicaid lawsuit) in 2020 (2.6% of adjusted debt).
Additionally, liquidity is bolstered by the company's undrawn $750
million revolving credit facility due in December 2022 ($667
million of borrowing availability net of letters of credit) with no
significant debt maturities prior to December 2022. The issuer's
bank facilities are subject to a financial maintenance covenant
requiring that Conduent's maximum net leverage ratio does not
exceed 3.75x. Moody's expects the company to remain well in
compliance with this covenant over the next 12-18 months.

The negative outlook reflects Moody's expectation that Conduent's
sales will decline by 8% in 2020 due to ongoing pricing pressure
and softness in new business signings. Ongoing cost reduction
efforts should modestly bolster profitability margins during this
period, driving mid-single digit contraction in adjusted EBITDA
during 2020. The outlook could be revised to stable if Conduent
demonstrates considerably stronger than expected operating
performance trends or meaningfully improves credit protection
measures with proceeds from asset divestitures.

Albeit unlikely in the near-term, the ratings could be upgraded if
Conduent realizes organic sales growth, demonstrates meaningful
improvements in profitability and FCF generation, and adheres to
conservative financial policies such that adjusted debt/EBITDA is
sustained below 2.5x and FCF/debt approaches 10%.

The ratings could be downgraded if Conduent's sales continue to
decline, efforts to drive profitability stall, the company incurs
sustained FCF deficits resulting in a material increase in debt
leverage or if the company adopts aggressive financial policies.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

Conduent, the parent of Conduent Business, is a provider of
business process services to clients operating in the healthcare
industry and other private sector markets as well as domestic and
foreign governments. Moody's forecasts that the company will
generate sales of $4.1 billion in 2020.


CONDUENT INC: S&P Lowers ICR to 'B+' on Operating Underperformance
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Florham
Park, N.J.-based business process outsourcer Conduent Inc. to 'B+'
from 'BB'. S&P also lowered its first-lien issue-level rating to
'BB-' from 'BB+' and its senior unsecured issue-level rating to 'B'
from 'BB-'. The recovery ratings on the debt are unchanged.

"The downgrade reflects our view that Conduent Inc. will face
heightened operational and execution risk amid stiff competition,
high business investment needs, and the difficult economic
environment over the next 12-18 months. We now expect mid- to
high-single-digit organic revenue declines, market share losses,
and flat margins (midpoint of guidance) in 2020, as the company
executes on its business improvement and investment plan.
Previously, we had expected Conduent's revenue and profit growth to
improve significantly in 2020 as the company benefited from its
asset optimization and improved operational focus," S&P said.

The negative outlook reflects the potential for a lower rating over
the next 12 months if Conduent's recovery does not materialize or
is slower than expected, especially amid the weak U.S. and global
economies.

"In our downgrade scenario, S&P Global Ratings-adjusted gross
leverage would rise above 5x or FOCF to debt would remain in the
low-single-digit percentage area on a sustained basis. Operational
factors could include Conduent encountering unforeseen operational
issues, increased investment needs, continued pricing pressure from
escalating competition, ineffective expense management, or a
substantial loss of customers. This could also occur if Conduent
adopts a more aggressive financial policy, such as a large asset
divesture without a consummate about of debt repayment," S&P said.

"We could revise the outlook to stable if EBITDA margin and cash
flow generation improve above our expectations. In this scenario,
the company would maintain its operating scale, demonstrate strong
total contract value growth and conversion, and demonstrate
improved customer satisfaction scores and wallet share growth," the
rating agency said.


CONTINENTAL RESOURCES: Moody's Affirms Ba1 CFR, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service affirmed Continental Resources, Inc.'s
Ba1 Corporate Family Rating, its Ba1-PD Probability of Default
Rating and Ba1 ratings on the company's senior unsecured notes.
Moody's also affirmed SGL-1 Speculative Grade Liquidity Rating. The
outlook remains stable.

"Continental Resources demonstrates high resilience of operating
model and benefits from financial flexibility that it built through
debt reduction in 2018 and 2019, maintaining strong liquidity
position and a steady reduction in operating and development costs
in a low oil price environment", said Elena Nadtotchi, VP-Senior
Credit Officer at Moody's.

Affirmations:

Issuer: Continental Resources, Inc.

  Probability of Default Rating, Affirmed Ba1-PD

  Corporate Family Rating, Affirmed Ba1

  Senior Unsecured Notes, Affirmed Ba1 (LGD4)

Outlook Actions:

Issuer: Continental Resources, Inc.

  Outlook, Remains Stable

RATINGS RATIONALE

Continental does not hedge its oil production, so lower oil prices
will meaningfully reduce its margins and operating cash flows in
2020. However, the company's stable outlook is supported by strong
financial metrics entering this very low oil price environment.
Moody's expects that Continental will manage through the period of
low oil prices without material borrowing, while maintaining its
production levels. Resilient FCF generation and strong liquidity
further support the stable outlook on the ratings.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. Moody's regards the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the limited impact on Continental's credit
quality of the breadth and severity of the oil demand and supply
shocks, and the company's resilience to a period of low oil
prices.

The company has low operating costs that will support solid capital
returns and cash flow coverage of debt in the stressed oil price
environment. Continental retains significant flexibility in
managing capital investment. Moody's estimates that the company
will be able to keep its production flat in 2020-2021 and cover its
capital investment needs from operating cash flow under both its
base and low case scenarios and will generate solid FCF in the base
case.

Continental's very good liquidity position is underpinned by its
resilient free cash flow generation under base and low oil price
scenarios and is reflected in its SGL-1 Speculative Grade Liquidity
Rating. The liquidity position is underpinned by full availability
under its $1.5 billion unsecured credit facility that matures in
April 2023, which was undrawn at January 31, 2020. The credit
facility requires maintenance of a 65% net debt to capitalization
ratio (40% at the end of 2019). Moody's believes the covenant will
not limit the company's ability to access its unused availability
in 2020-2021 under both scenarios. Continental has significant
secondary liquidity and benefits from high level of asset coverage
of debt. Continental reported $10.5 billion standardized measure of
the value of the reserves as of year-end 2019 and estimates that it
will decline to $7.5 billion in base case price scenario, compared
to $5.4 billion debt after Moody's adjustments. Continental's next
significant maturities are $1.1 billion in senior unsecured notes
in 2022 and $1.5 billion maturing in 2023.

Continental's capital structure is senior unsecured. The senior
unsecured notes are rated Ba1, the same as the CFR. The company's
revolving credit facility is also unsecured and ranks pari passu
with the senior notes.

The company's ratings could be downgraded should retained cash flow
to debt fall below 25% or the LFCR decline below 1.5x on a
sustained basis. While unlikely in the environment of low oil
prices, the Ba1 rating could be upgraded if the company delivers
value adding growth and maintains prudent financial policies, with
debt/production maintained below $15,000/boe and RCF/debt
maintained in excess of 40% amid a range of price scenarios. An
upgrade to Baa3 would require Continental to sustain its leveraged
full-cycle ratio (LFCR) in excess of 2x while funding capital
spending within cash flow.

Continental Resources, Inc. is an independent oil and natural gas
exploration and production company, and holds prominent position in
the core of two major oil producing plays in the US. Its operations
are geographically concentrated in the Bakken Shale play (in North
Dakota and Montana) and in the Woodford play in Oklahoma -- the
South Central Oklahoma Oil Province (SCOOP) and Northwest Cana
areas. It also has meaningful acreage in the STACK play.

The principal methodology used in s rating these ratings was
Independent Exploration and Production Industry published in May
2017.


COOL HOLDINGS: Cures Default & Extinguishes $6.6 Million of Debt
----------------------------------------------------------------
Cool Holdings, Inc., the parent company of Simply Mac, Inc., the
largest Apple Premier Partner in the U.S., and GameStop Corp., have
completed a restructuring of the debt owed to GameStop by the
Company.

On Sept. 25, 2019, Cool Holdings purchased all of the outstanding
stock of Simply Mac from GameStop.  A portion of the consideration
for the purchase included a 12% Secured Promissory Note for
$7,858,000 that was due in quarterly installments beginning Dec.
25, 2019.  The Company anticipated that it would be able to raise
sufficient equity capital to pay the quarterly Note installments.
However, that did not occur, and the Company was unable to make the
first installment payment.  Consequently, on Jan. 15, 2020, the
Company received a notice of default from GameStop of its
obligations under the Note.

On March 11, 2020 the Company closed the restructuring of the Note
and related agreements in a settlement that resulted in a curing of
the Default and the following:

   * Cool Holdings made an immediate payment of $250,000 to
     GameStop;

   * $345,000 held in escrow to secure the indemnity obligations
     of GameStop in connection with the Simply Mac sale to Cool
     Holdings was released to GameStop;

   * The original Note was amended so that the principal amount
     was adjusted downward to $1,250,000, the Note became  
     unsecured and all Company assets formerly secured were  
     released, the interest rate is set at 6% and all principal
     and interest accrued from March 11, 2020 will be due upon
     maturity on Feb. 17, 2024.

                    About Cool Holdings

Cool Holdings, Inc., formerly known as InfoSonics Corporation --
http://www.coolholdings.com/-- is a Miami-based company currently
comprised of Simply Mac and OneClick, two chains of retail stores
and an authorized reseller under the Apple Premier Partner, APR
(Apple Premium Reseller) and AAR MB (Apple Authorized Reseller
Mono-Brand) programs and Cooltech Distribution, an authorized
distributor to the OneClick stores and other resellers of Apple
products and other high-profile consumer electronic brands.

Cool Holdings reported a net loss of $27.27 million for the year
ended Dec. 31, 2018, compared to a net loss of $7.54 million for
the year ended Dec. 31, 2017.  As of Sept. 30, 2019, the Company
had $29.57 million in total assets, $41.07 million in total
liabilities, and a total stockholders' deficit of $11.50 million.

Kaufman, Rossin & Co., P.A., in Miami, Florida, the Company's
auditor since 2018, issued a "going concern" qualification in its
report dated April 16, 2019, on the Company's consolidated
financial statements for the year ended Dec. 31, 2018, citing that
the Company's significant operating losses raise substantial doubt
about its ability to continue as a going concern.


CUSTOM FABRICATIONS: Hires Tang & Associates as Counsel
-------------------------------------------------------
Custom Fabrications International, LLC, seeks authority from the
U.S. Bankruptcy Court for the Central District of California to
employ Tang & Associates, as counsel to the Debtor.

Custom Fabrications requires Tang & Associates to:

   a. advise the Debtor regarding matters of bankruptcy law and
      concerning the requirements of the Bankruptcy Code, and
      Bankruptcy Rules relating to the administration of the
      bankruptcy case, and the operation of the Debtor's estate
      as a debtor-in-possession;

   b. represent the Debtor in proceedings and hearings in the
      court involving matters of bankruptcy law;

   c. assist in compliance with the requirements of the Office of
      the U.S. Trustee;

   d. provide the Debtor legal advice and assistance with respect
      to the Debtor's powers and duties in the continued
      operation of the Debtor's business and management of
      property of the estate;

   e. assist the Debtor in the administration of the estate's
      assets and liabilities;

   f. prepare necessary applications, answers, motions, orders,
      reports and other legal documents on behalf of the Debtor;

   g. assist in the collection of all accounts receivable and
      other claims that the Debtor may have and resolve claims
      against the Debtor's estate;

   h. provide advice, as counsel, concerning claims of secured
      and unsecured creditors, prosecution and defense of all
      actions; and

   i. prepare, negotiate, prosecute and attain confirmation of a
      plan of reorganization.

Tang & Associates will be paid at these hourly rates:

     Attorneys              $350
     Law Clerks             $200

Prior to the Petition Date, $10,000 from the Debtor. As of the
petition date, the firm has $6,143 of the retainer funds remains
unexhausted.

Tang & Associates will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Kevin Tang, partner of Tang & Associates, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Tang & Associates can be reached at:

     Kevin Tang, Esq.
     TANG & ASSOCIATES
     18377 Beach Blvd., Suite 211
     Huntington Beach, CA 92648
     Tel: (714) 594-7022
     Fax: (714) 594-7024

             About Custom Fabrications International

Custom Fabrications International, LLC, filed a Chapter 11
bankruptcy petition (Bankr. C.D. Cal. Case No. 20-12531) on March
6, 2020, disclosing under $1 million in both assets and
liabilities.  The Debtor is represented by Kevin Tang, Esq., at
Tang & Associates.



DBMP LLC: Committee Hires Hamilton Stephens as Local Counsel
------------------------------------------------------------
The Official Committee of Asbestos Personal Injury Claimants of
DBMP LLC, seeks authorization from the U.S. Bankruptcy Court for
the Western District of North Carolina to retain Hamilton Stephens
Steele Martin, PLLC, as local counsel to the Committee.

The Committee requires Hamilton Stephens to:

   a. assist and advise the Committee in its consultations with
      the Debtor and other parties in interest relative to the
      overall administration of the estate;

   b. represent the Committee at hearings to be held before this
      Court or Federal District Court or any appellate courts and
      communicating with the Committee and lead counsel regarding
      the matters heard and issues raised as well as the
      decisions and considerations of this Court and any other
      courts;

   c. assist and advise the Committee and lead counsel in its
      examination and analysis of the Debtor's conduct and
      financial affairs;

   d. review and analyze applications, orders, operating reports,
      schedules and statements of affairs filed and to be filed
      with this Court by the Debtor or other interested parties
      in this case; advising the Committee as to the necessity
      and propriety of the foregoing and their impact upon the
      rights of asbestos-related claimants, and upon the case
      generally; and after consultation with and approval of the
      Committee or its designee(s), consenting to appropriate
      orders on its behalf or otherwise objecting thereto;

   e. research, develop and strategize with respect to
      representing the Committee in any causes of action
      belonging to the estate including with respect to pre-
      bankruptcy transfers and corporate transactions;

   f. assist the Committee and lead counsel in preparing
      appropriate legal pleadings and proposed orders as may be
      required in support of positions taken by the Committee and
      preparing witnesses and reviewing documents relevant
      thereto;

   g. coordinate the receipt and dissemination of information
      prepared by and received from the Debtor's independent
      certified accountants or other professionals retained by it
      as well as such information as may be received from
      independent professionals engaged by the Committee, as
      applicable;

   h. assist the Committee and lead counsel in the solicitation
      and filing with the Court of acceptances or rejections of
      any proposed plan or plans of reorganization;

   i. assist and advise the Committee with regard to
      communications to the asbestos-related claimants regarding
      the Committee's efforts, progress and recommendation with
      respect to matters arising in the case as well as any
      proposed plan of reorganization;

   j. assist the Committee and lead counsel generally by
      providing such other services as may be in the best
      interest of the creditors represented by the Committee in
      the discharge of its duties; and

   k. assist and advise the Committee and lead counsel with
      regard to the local rules and practice of this Court and
      the U.S. District Court for the Western District
      of North Carolina.

Hamilton Stephens will be paid at these hourly rates:

     Partners                 $325 to $575
     Associates               $250 to $325
     Paralegals               $125 to $175

Hamilton Stephens will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Glenn C. Thompson, partner of Hamilton Stephens Steele Martin,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtor; (b) has not been, within two years before the date of the
filing of the Debtor's chapter 11 petition, directors, officers or
employees of the Debtor; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtor, or for any other reason.

Hamilton Stephens can be reached at:

     Glenn C. Thompson, Esq.
     HAMILTON STEPHENS STEELE MARTIN
     525 North Tryon Street, Suite 1400
     Charlotte, NC 28202
     Tel: (704) 344-1117

                       About DBMP LLC

DBMP LLC is a North Carolina limited liability company and the
direct parent company of Millwork & Panel LLC, which manufactures
vinyl siding and polyvinyl chloride (PVC) trim products for the
construction market at facilities it owns in Claremont, N.C. and
Social Circle, Ga.  It is a defendant in tens of thousands of
asbestos-related lawsuits pending in courts throughout the United
States.

DBMP sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D.N.C. Case No. 20-30080) on Jan. 23, 2020.  At the time
of the filing, the Debtor disclosed assets of between $500 million
and $1 billion and liabilities of the same range.

Judge Laura T. Beyer oversees the case.

The Debtor tapped Jones Day as legal counsel; Robinson, Bradshaw &
Hinson, P.A. and Schiff Hardin LLP as special counsel; Bates White,
LLC as consultant; and Epiq Corporate Restructuring, LLC as claims,
noticing and balloting agent.



DELMAR SUBS: Unsecured Creditors to Have 3% Recovery in 3 Years
---------------------------------------------------------------
Debtor Delmar Subs, Inc., filed with the U.S. Bankruptcy Court for
the District of Maryland, Baltimore Division, a Disclosure
Statement describing its Chapter 11 Plan of Reorganization dated
March 10, 2020.

During its post-petition operation, the debtor corporation has
maintained current payment of its tax obligations, has maintained
current payment of its employees and staff, and has generated
revenues pursuing its efforts to return to, and to maintain, the
level of business necessary to repay restructured secured debt,
repay priority debt with interest, repay administrative expenses,
and to make a return to is unsecured creditors to the best of its
ability.

The reports demonstrate the debtor’s overall profitability and
ability to formulate a reliable repayment plan. The debtor’s
recently-filed operating reports show increases in its gross
revenues, steady levels of expenses, and most encouraging, net
profits eradicating past losses – boding well for a successful
reorganization. Although no guarantee can be provided, the debtor
believes it reasonable to formulate its repayment proposals based
upon this picture of historical revenue and profitability, upon
which basis the debtor has proposed its plan of reorganization.

Holders of Class 8 Allowed General Unsecured Claims calculated to
be $1,316,717 will receive pro-rata distributions in six
semi-annual installments commencing two years following the
Effective Date of the Plan each in the amount of 0.5 percent of the
Allowed Unsecured Claim, which total Distribution is projected to
be 3 percent of general unsecured debts which distributions shall
be in full and final satisfaction and discharge of these
obligations.  Distributions would be projected to total $1,316,717
distributed per year for three years without interest in years.

The Debtor being insolvent, its stockholder will not receive any
distribution under the Plan on account of his stock ownership
interests. Upon confirmation, the issued and outstanding shares of
each of the debtor corporation will be canceled and upon the
Effective Date of the Plan, as new value, the principal sum of
$2,000 will be provided to the debtor corporations which shall be
paid by Raymond H. Burrows, III, in cash in consideration for the
issuance of new shares of stock in the Reorganized Debtor
corporation to Mr. Burrows as the sole stockholder of the
Reorganized Debtor corporation.  These new value funds shall be
available for distribution to Allowed Claims under the Confirmed
Plan.

Funds required for the implementation of the Plan shall come from
Net Operating Revenue consisting of those funds remaining in
debtor's general accounts from its operation less those expenses
necessary and required by debtor for its operation which has been
generally reflected in the Debtor's monthly reports and the
investment by the holder of Interests in the debtor of the total
principal sum of $2,000 as new value for and in consideration of
his receipt and retention of Interests in the Reorganized Debtor.

A full-text copy of the Disclosure Statement dated March 10, 2020,
is available at https://tinyurl.com/vnm86oc from PacerMonitor at no
charge.

The Debtor is represented by:

         Marc R. Kivitz, Esquire
         Suite 1330
         201 North Charles Street
         Baltimore, MD 21201
         Tel: (410) 625-2300
         Fax: (410) 576-0140
         E-mail: mkivitz@aol.com

                       About Delmar Subs

Delmar Subs, Inc. is a privately held company that operates in the
restaurant industry.  The company has store locations at 1227
Eastern Blvd., Essex, Md., 108 Big Elk Mall, Elkton, Md; and 319
North Dupont Highway, Smyrna, Del.

Delmar Subs, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 19-24928) on Nov. 7, 2019.
In the petition signed by its president, Raymond H. Burrows, III,
the Debtor disclosed $271,840 in assets and $1,405,031 in debt.
Judge Robert A. Gordon is assigned to the case.  The Debtor tapped
Marc Robert Kivitz, Esq., at the Law Office of Marc R. Kivitz.


DEPENDABLE BUILDING: Unsec. Creditors to Have 10% Recovery in 5 Yrs
-------------------------------------------------------------------
Debtor Dependable Building Services, Inc., filed with the U.S.
Bankruptcy Court for the Northern District of Illinois, Eastern
Division, a Plan of Reorganization and a Disclosure Statement on
March 10, 2020.

Class 3 Unsecured Claims of IRS, Illinois Department of Revenue
(IDR) and Illinois Department of Employment Security (IDES)
totaling $3,398,944 will be paid 10 percent of the allowed
unsecured claims, without interest, pro-rata, in monthly
installments in 60 monthly payments from the effective date.  The
monthly payment is $5,665.

Class 4 Claims of general Unsecured Creditors. will be repaid,
pro-rata, in the amount of ten percent of the Allowed Unsecured
Claims, without interest, in 60 monthly payments, commencing thirty
days after the effective date.  The total amount of estimated
Allowed Unsecured Claims is $355,262.  Accordingly, the Class 4
creditors will receive, pro rata, a total $35,526.  The monthly
payment is $592.10.

The Shareholder Interest will be retained by Janette Tomaselli in
exchange for a new value contribution in the amount of $2,500
payable in monthly installments over 36 months.

Distributions under the Plan shall be made from cash deposits
existing at the time of Confirmation and from proceeds realized
from the Debtor's post-petition earnings.

A full-text copy of the Disclosure Statement dated March 10, 2020,
is available at https://tinyurl.com/s486qxm from PacerMonitor at no
charge.

The Debtor is represented by:

      Joel A. Schechter
      53 West Jackson Blvd., Suite 1522
      Chicago, IL 60604
      Tel: (312) 332-0267

               About Dependable Building Services

Founded in 1992, Dependable Building Services, Inc. --
http://www.dependablebuildingservices.com/-- is a commercial
contractor that performs HVAC, electrical, fire suppression, and
generator service and construction.  It serves commercial, retail,
industrial and telecom industries.  

Dependable Building Services previously filed a Chapter 11 petition
(Bankr. N.D. Ill. Case No. 17-24129) on Aug. 11, 2017.

Dependable Building Services again sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 19-19772) on
July 15, 2019.  At the time of the filing, the Debtor was estimated
to have assets of between $100,000 and $500,000 and liabilities of
between $1 million and $10 million.  The case is assigned to Judge
Deborah L. Thorne.  The Law Offices of Joel A. Schechter is the
Debtor's counsel.


DEVON ENERGY: Moody's Alters Outlook on Ba1 CFR to Stable
---------------------------------------------------------
Moody's Investors Service changed the rating outlook for Devon
Energy Corporation to stable from positive. Moody's also affirmed
Devon's ratings, including its Ba1 Corporate Family Rating, Ba1-PD
Probability of Default Rating and Ba1 senior unsecured debt rating.
Devon's Speculative Grade Liquidity Rating remains SGL-1.

"The stable outlook reflects Devon's ability to withstand low oil &
gas prices in the near-term due to its very good liquidity and
sufficient commodity hedges," commented Amol Joshi, Moody's Vice
President and Senior Credit Officer. "However, an extended period
of low commodity prices will still hurt the company's credit
profile."

Affirmations:

Issuer: Devon Energy Corporation

Corporate Family Rating, Affirmed Ba1

Probability of Default Rating, Affirmed Ba1-PD

Senior Unsecured Notes, Affirmed Ba1 (LGD4)

Commercial Paper, Affirmed NP

Issuer: Devon Financing Company L.L.C.

Senior Unsecured Notes, Affirmed Ba1 (LGD4)

Outlook Actions:

Issuer: Devon Energy Corporation

Outlook, Changed To Stable From Positive

RATINGS RATIONALE

Devon's commodity hedges and decision to reduce capital spending by
$500 million will help protect its 2020 credit metrics in a low oil
price environment. The stable outlook reflects this as well as the
company's strong liquidity and resilience if the price downturn
extends into 2021. The company had moderate leverage prior to the
oil price collapse and a lower cost structure.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. Moody's  regard the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the limited impact on Devon's credit quality of
the breadth and severity of the oil demand and supply shocks, and
the company's resilience to a period of low oil prices.

Devon's very good liquidity profile reflected by its SGL-1 rating
is supported by its large undrawn credit facility, material cash
balances, and an unsecured capital structure. However, negative
free cash flow due to an extended period of low commodity prices or
additional share repurchases could reduce its liquidity. At
December 31, 2019, Devon had cash balances of $1.8 billion
including cash restricted for discontinued operations, and no
drawings under its revolver.

Devon has a $3 billion unsecured revolving credit facility. The
revolver has only one material financial covenant requiring
debt/total capitalization of less than 65%. Devon has considerable
cushion under this covenant, with debt/total capitalization of
19.1% at December 31, 2019. Devon's revolver matures in October
2024, and it does not have any other debt maturities until December
2025.

Devon's Ba1 CFR reflects the significant size and scale of its E&P
operations with a diversified geographic presence across key US
onshore hydrocarbon basins. Devon is supported by its drilling
focus on its higher-return assets in the Delaware Basin. The
company has focused on increasing its oil production to improve its
operating margins, but significant capital is required to develop
its higher growth assets. Devon has also taken a number of steps to
shore up its credit profile including debt reduction, capital
spending cuts and asset sales. However the company has also
undertaken a large share repurchase program beginning in 2018.

Devon's rating could be downgraded if retained cash flow to debt
falls below 20% or capital efficiency deteriorates. Shareholder
friendly actions that materially erode the company's liquidity or
leverage metrics could also lead to a downgrade. The rating could
be upgraded if the company's RCF/Debt exceeds 40% and its leveraged
full-cycle ratio exceeds 1.5x, while production grows or remains
stable at high levels in a constructive commodity price
environment.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Devon Energy Corporation, headquartered in Oklahoma City, Oklahoma,
is a large independent exploration and production company with a
focus on US onshore oil and gas properties.


DIAMOND OFFSHORE: Terminates 2012 Credit Facility
-------------------------------------------------
Diamond Offshore Drilling, Inc. delivered on March 16, 2020, a
notice of termination under the 5-Year Revolving Credit Agreement,
dated as of Sept. 28, 2012, as amended, among the Company, Diamond
Foreign Asset Company, the lenders party thereto and Wilmington
Trust, National Association, as administrative agent.  The 2012
Credit Facility provided for an aggregate principal amount of
commitments of $325.0 million, of which $100.0 million matured in
2019, with the remaining $225.0 million of commitments scheduled to
mature on Oct. 22, 2020.  Pursuant to the Notice, the 2012 Credit
Facility was terminated effective March 17, 2020.  As at the time
of the Notice, there were no borrowings outstanding under the 2012
Credit Facility.  The Company entered into the Termination in
connection with certain transactions undertaken to preserve the
Company's financial flexibility.  The Company did not incur any
early termination penalties in connection with the Termination.

Several of the parties under the 2012 Credit Facility and their
affiliates have various relationships with the Company and its
subsidiaries involving the provision of financial services, such as
investment banking, commercial banking, advisory and cash
management services, for which they have received, and may in the
future receive, customary fees.

As previously disclosed, the Company and Diamond Foreign Asset
Company ("DFAC") are party to a senior 5-Year Revolving Credit
Agreement, dated as of Oct. 2, 2018, with Wells Fargo Bank,
National Association, as administrative agent, an issuing lender
and swingline lender, the lenders party thereto and the other
parties thereto.  The maximum amount of borrowings available under
the 2018 Credit Facility is $950.0 million.  The 2018 Credit
Facility, which matures on Oct. 2, 2023, provides for a swingline
subfacility of $100.0 million and a letter of credit subfacility of
$250.0 million.

               To Borrow $400M Under 2018 Facility

On March 17, 2020, the Company and DFAC provided notice to the
lenders to borrow an aggregate of $400.0 million under the 2018
Credit Facility.  Other than the Drawdown and a $6.0 million
financial letter of credit issued in January 2020 in support of a
previously issued surety bond, the Company currently has no other
borrowings outstanding under the 2018 Credit Facility.  The current
interest rate for borrowings under the 2018 Credit Facility is
6.50%, but the annual interest rate applicable to the proceeds from
the Drawdown will reset to 5.21% on March 20, 2020.
The Company increased its borrowings under the 2018 Credit Facility
as a precautionary measure in order to increase its cash position
and preserve financial flexibility in light of current uncertainty
in the global markets resulting from the COVID-19 outbreak.  In
accordance with the terms of the 2018 Credit Facility, the proceeds
from the Drawdown may in the future be used for general corporate
purposes, including investments, capital expenditures and other
purposes permitted by the 2018 Credit Facility.

                    About Diamond Offshore

Diamond Offshore Drilling, Inc. -- http://www.diamondoffshore.com/
-- provides contract drilling services to the energy industry
around the globe with a fleet of 15 offshore drilling rigs,
consisting of four drillships and 11 semisubmersible rigs,
including two rigs that are currently cold stacked.  The Company's
current fleet excludes the Ocean Confidence, which it expects to
complete the sale of in the first quarter of 2020.

Diamond Offshore reported a net loss of $357.21 million for the
year ended Dec. 31, 2019, compared to a net loss of $180.27 million
for the year ended Dec. 31, 2018.  As of Dec. 31, 2019, the Company
had $5.83 billion in total assets, $2.60 billion in total
liabilities, and $3.23 billion in total stockholders' equity.

                          *    *    *

As reported by the TCR on March 11, 2020, Moody's Investors
Service downgraded Diamond Offshore Drilling, Inc.'s Corporate
Family Rating to Caa1 from B2.  "The downgrade of Diamond's ratings
reflects lower earnings and higher negative free cash flow in 2020
than we previously expected, combined with few signs that offshore
drilling fundamentals are going to greatly improve anytime soon,"
commented Pete Speer, Moody's senior vice president.  "Without a
much more robust improvement in dayrates, Diamond's debt burden
will become untenable."

In October 2019, S&P Global Ratings lowered its issuer credit
rating on U.S.-based offshore drilling contractor Diamond Offshore
Drilling Inc. to 'CCC+' from 'B'.  The downgrade reflects S&P's
view that Diamond's operating margins have meaningfully weakened,
and will remain depressed for the next one to two years as
utilization and dayrates for offshore drilling rigs remain subdued.


DIAMONDBACK ENERGY: Moody's Alters Outlook on Ba1 CFR to Stable
---------------------------------------------------------------
Moody's Investors Service revised Diamondback Energy, Inc.'s rating
outlook to stable from positive, and simultaneously affirmed the
company's Ba1 Corporate Family Rating, Ba1-PD Probability of
Default Rating, and Ba1 senior unsecured notes. The SGL-1
Speculative Grade Liquidity Rating remained unchanged.

"Sharply lower oil prices will challenge Diamondback's
profitability and financial flexibility limiting its ability to
reduce leverage, generate free cash flow and strengthen its credit
profile," said Sajjad Alam, Moody's Senior Analyst. "The stable
outlook reflects Moody's expectation that Diamondback will continue
to make necessary operating and cost adjustments to maintain
production, live within cash flow and retain good liquidity in a
low and volatile crude oil price environment."

Issuer: Diamondback Energy, Inc.

Outlook Actions:

Changed to Stable from Positive

Ratings Affirmed:

Corporate Family Rating, Affirmed Ba1

Probability of Default Rating, Affirmed Ba1-PD

Senior Unsecured Notes, Affirmed Ba1 (LGD3)

Ratings Unchanged:

Speculative Grade Liquidity Rating, Unchanged at SGL-1

RATINGS RATIONALE

Diamondback's significant hedge protection and decision to quickly
reduce capex by $1.2 billion will help protect its credit metrics
in 2020 in a low oil price environment. The stable outlook reflects
this and the company's strong liquidity and resilience even if the
price downturn extends into 2021. The company had low financial
leverage entering this downturn and a low cost structure.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. Moody's regards the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the limited impact on Diamondback's credit
quality of the breadth and severity of the oil demand and supply
shocks, and the company's resilience to a period of low oil
prices.

Diamondback should maintain very good liquidity through 2021, which
is reflected in the SGL-1 rating. The company has downside price
protection for roughly 80% of its production for the balance of
2020 that will help generate a modest amount of free cash flow even
if crude prices remain depressed. Diamondback had $123 million in
cash and $1.99 billion in available borrowing capacity under a $2
billion committed revolving credit facility as of December 31,
2019. Moody's does not expect the company to use the revolver in
2020, which will mature in November 2022. Diamondback has ample
cushion under the 65% net debt to capitalization financial covenant
and has the ability to raise alternative liquidity by monetizing
its equity interests in Rattler Midstream LP (Rattler, 71% owned)
and Viper Energy Partners LP (Viper, 54% owned), as well as its
inventory of non-core undeveloped leasehold acreage, although in
the present environment such sales might prove challenging.

Diamondback's Ba1 CFR is supported by its significant production
and reserves in the Permian Basin; low cost and oil-weighted assets
that generate peer leading cash margins; a large drilling inventory
that provides portfolio durability and the ability to deliver
strong organic growth; low financial leverage; and a history of
conservative financial policies, including significant equity
issuances during acquisitions. The rating also considers
Diamondback's significant ownership interest in Viper and Rattler
that had a combined market capitalization of $1.4 billion as of
March 18, 2020. The CFR is restrained by Diamondback's singular
geographic focus in the Permian Basin and the attendant event
risks, significant undeveloped reserves and acreage, organizational
complexity, a history of numerous acquisitions resulting in
inconsistent F&D costs, and the high ongoing capital expenditures
needed to maintain its shale assets.

Diamondback's senior unsecured notes are rated Ba1 the same as Ba1
CFR, as the $2 billion revolving credit facility is also unsecured
and ranks pari passu with the notes.

The CFR could be downgraded if Diamondback significantly outspends
operating cash flow, experiences a sharp decline in capital
productivity, or debt funds dividends or share repurchases. More
specifically, if the RCF/debt ratio falls below 35% or the LFCR
falls below 1.5x, a downgrade is likely. The CFR could be upgraded
if the company consistently grows in a capital efficient manner,
further reduces leverage, and delivers recurring free cash flow.
Specifically, if the company can sustain the leveraged full-cycle
ratio (LFCR) above 2x, lower debt/PD reserves near $6/boe, and keep
the RCF/debt ratio above 50% even in a weak price environment, an
upgrade could be considered.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Diamondback Energy, Inc. is an independent exploration and
production company with all of its assets in the Midland and
Delaware Basins in West Texas.


DOMINION GROUP: $500K Sale of Equipment to CF Approved
------------------------------------------------------
Judge Jerry A. Brown of the U.S. Bankruptcy Court for the Eastern
District of Louisiana authorized Dominion Group, LLC and Cape
Quarry, LLC to sell the following equipment to CF, LLC for
$500,000, as identified in and pursuant to the terms of the Asset
Purchase Agreement: (a) Dominion Group's (i) CAT D-6N LGP Dozer,
PBA02825; (ii) CAT D-6N LGP Dozer, PBA02777; (iii) CAT 336 FL
Excavator, RKB00984; (iv) CAT 336 FL Excavator, RKB01328; and (v)
CAT 349 F Excavator, HPD00446; and (b) Cape Quarry's (i) 1996 Cat
Quarry Truck, # 7XJ00299; (ii) 1994 Cat Quarry Truck, # 7XJ00144;
(iii) 1994 Cat Quarry Truck, # 8AS00249; and (iv) 2002 Remco VSI
Crusher, 85S0702-201.

The sale is free and clear of claims in favor of Celtic Capital
Corp. pursuant to 363(b)(1) of the Bankruptcy Code, and all sale
proceeds will be paid directly to Mark Hafner, President and CEO,
of Celtic Capital Corporation, 23622 Calabasas Road, Suite 323,
Calabasas, CA 91302.
The Debtors are granted relief from the 14-day stay in Bankruptcy
Rule 6004(h).  

The counsel for the movers will serve the Order on the required
parties who will not receive notice through the ECF system pursuant
to the FRBP and the LBRs and file a certificate of service to that
effect within three days.

A copy of the APA is available at https://tinyurl.com/syerp7o from
PacerMonitor.com free of charge.

                      About Dominion Group

Dominion Group -- https://www.dominiongp.com/ -- is a turn-key
bulk
materials producer and provider, which operates marine terminals
and provides transportation and logistics support serving
businesses on the Mississippi River and Gulf Coast.  Cape Quarry,
a
wholly-owned subsidiary of Dominion, owns and operates a limestone
quarry in Cape Girardeau County, Missouri.

Dominion Group, LLC, based in Baton Rouge, LA, and its
debtor-affiliates sought Chapter 11 protection (Bankr. E.D. La.
Lead Case No. 19-12366) on Sept. 3, 2019.  In the petition signed
by Joe William Cline, III, manager, Dominion Group was estimated to
have assets and liabilities of $1 million to $10 million; and Cape
Quarry LLC was estimated assets of $10 million to $50 million and
estimated liabilities of $1 million to $10 million.

The Hon. Jerry A. Brown oversees the case.

The Debtors hireds ADAMS & REESE LLP as counsel; CHIRON ADVISORY
SERVICES LLC as financial advisor; and CHIRON FINANCIAL LLC as
investment banker.


DOWLING COLLEGE: Professor's Breach of Contract Suit Dismissed
--------------------------------------------------------------
District Judge Arthur D. Spatt granted Dowling College's motion to
dismiss the case captioned MARTIN SCHOENHALS, Plaintiff, v. DOWLING
COLLEGE CHAPTER, NEW YORK STATE UNITED TEACHERS, LOCAL #3890, NEW
YORK STATE UNITED TEACHERS, AFT, AFL-CIO and DOWLING COLLEGE,
Defendants, No. 2:15-cv-2044 (ADS) (ARL) (E.D.N.Y.).

The Plaintiff alleged that he was hired by Dowling in 1993 as a
full-time, tenure-track assistant professor and chair of Dowling's
Anthropology Department, later achieving tenure and becoming a full
professor. The Plaintiff also alleged that Dowling had experienced
financial turmoil during his time at the college, much of it
because of improper conduct by Dowling's Board of Trustees. In
addition, the Plaintiff alleged that between 2012 and 2014,
Dowling's administration and the Union entered into multiple
collective bargaining agreements ("CBAs"), replacing them with
Memoranda of Agreement ("MOAs") that drastically reduced faculty
benefits and pay.

The second MOA was, according to the Plaintiff, "a wholesale
abrogation of union rights and protections," and it included an
Early Retirement Incentive Program ("ERIP") that provided financial
benefits to faculty members who submitted a resignation letter by
Nov.  17, 2014. However, Dowling informed the Union that it would
announce which faculty members would be terminated on Nov. 18,
2014, meaning that "members who elect the ERIP must gamble[--]not
knowing if they are to be terminated, but losing the opportunity
for the ERIP if not elected by the cut-off date." The MOA further
provided that individuals who learned of their termination could,
by November 21, 2014, elect an ERIP with much less favorable
financial terms ("ERIP II").

The second MOA contained an appendix that provided a methodology
for determining layoffs. Based on this appendix, the Plaintiff
believed he would not be laid off because the anthropology
department had strong enrollment and one of the highest number of
majors per full-time faculty at Dowling. Accordingly, the Plaintiff
did not elect an ERIP by Nov. 17.

The Plaintiff alleges that on Nov. 19, 2014, Dowling's
administration scheduled an appointment with him for the following
day. At the meeting, the Plaintiff claimed that his metrics from
the appendix should have saved him from termination. Dowling's
administration agreed to "stop the clock" and "recheck their
calculations." Thinking that he had prevented his termination, the
Plaintiff let the following day, Nov. 21, pass without electing
ERIP II. On Dec. 5, 2014, the Plaintiff received a letter dated
Nov. 21, 2014, stating that he had been terminated.

The Plaintiff brought the action in April 2015 and raised three
claims: (1) for breach of the duty of fair representation, against
the Union; (2) for breach of the duty of fair representation,
against NYSUT; and (3) breach of the CBA, against Dowling.
Regarding the CBA claim, the Plaintiff asserted that Dowling failed
to properly apply its own metrics in deciding to terminate the
Plaintiff, "while retaining junior, less-accomplished faculty with
less service at Dowling and lower metrics, in departments with
declining enrollments and fewer majors than Anthropology."

The Defendants Union and NYSUT moved to dismiss the complaint in
October 2015 for failure to state a claim. In February 2016, the
plaintiff moved to amend the complaint. With regard to Dowling, the
Plaintiff sought to file three new claims: (1) a New York breach of
contract claim; (2) an age discrimination claim pursuant to the Age
Discrimination in Employment Act of 1967 (the "ADEA"); and (3) an
age discrimination claim under the New York State Human Rights Law
(the "NYSHRL"). While both motions were pending, the Plaintiff
informed the Court that the parities intended to resolve the case
through private mediation. The Court thus stayed proceedings
pending the outcome of the mediation and administratively
terminated the pending motions, without prejudice.

In August 2016, the Plaintiff and the Defendants Union and NYSUT
reached a settlement and then filed a stipulation of dismissal. The
Court then granted the Plaintiff's request to reinstate the motion
for leave to amend the complaint, and the parties briefed that
motion. However, before the Court ruled on the motion, it stayed
the case pending the outcome of Dowling's Chapter 11 bankruptcy
proceeding in the U.S. Bankruptcy Court for the Eastern District of
New York.

In January 2018, the Plaintiff informed the Court that the
Bankruptcy Court had lifted the stay because Dowling had insurance
coverage. The Court then restored the case to the active docket.

The Court denied the Plaintiff's motion to amend the complaint. The
Court ruled that the Plaintiff failed to allege specific provisions
of a contract that Dowling had breached. It also ruled that the
ADEA claim was time-barred, and in any event, was without merit.
The Court also declined to exercise supplemental jurisdiction over
the NYSHRL claim.

In its Rule 12(c) motion, Dowling asks that the Court take judicial
notice of the Plaintiff's motion to lift the stay in Bankruptcy
Court; Dowling's insurer's coverage position in Bankruptcy Court,
where the insurer denied coverage for all claims set forth in the
original complaint; Dowling's Faculty agreement; both MOAs; the
Bankruptcy Court's order lifting the automatic stay; and the order
denying the Plaintiff leave to amend its complaint.

The Plaintiff does not oppose the Rule 12(c) motion and he agrees
that the breach of the CBA claim is not covered by Dowling's
insurer. Accordingly, the Plaintiff argues, the Court should grant
the Rule 12(c) motion.

The Court agrees with both parties that a dismissal under Rule
12(c) is appropriate in this case. An unopposed Rule 12(c) motion
permits the Court to accept Dowling's factual assertions as true.
Dowling's Rule 12(c) motion is more than simply unopposed. It is
supported by Dowling's adversary, the Plaintiff, who concedes that
the Bankruptcy Court's lifting of the automatic stay does not
include the CBA claim. In addition, the Court takes judicial notice
of the bankruptcy court proceedings to which the parties have
specifically referred: the order lifting the automatic stay, and
Dowling's insurer's coverage position, as further proof that the
Plaintiff waived the right to bring the CBA claim.

The Court also credits the Plaintiff's concession that the Rule
12(c) motion is meritorious. Accordingly, the Court grants
Dowling's Rule 12(c) motion and dismisses the case. In addition,
the Court affirms that it dismissed the Plaintiff's proposed NYSHRL
claim without prejudice.

A copy of the Court's Memorandum Decision and Order dated Feb. 19,
2020 is available at https://bit.ly/2I4RwUN from Leagle.com.

Martin Schoenhals, Plaintiff, represented by Arthur Z. Schwartz,
Advocates for Justice, Chartered Attorneys, Rachel J. Minter, Law
Office of Rachel J. Minter & Laine Alida Armstrong, Advocates for
Justice, Chartered Attorneys.

Dowling College, Defendant, represented by Christopher J. Clayton
-- cclayton@ingermansmith.com -- Ingerman Smith LLP & David
Ferdinand Kwee, Ingerman Smith, L.L.P.

                   About Dowling College

Dowling College was founded in 1955 as part of Adelphi College's
outreach to Suffolk County, New York. Dowling College became the
first four-year, degree-granting liberal arts institution in the
county. It purchased the former W.K. Vanderbilt estate in Oakdale
in 1962.

Dowling College sought Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 16-75545) on Nov. 30, 2016, estimating assets of
$100 million to $500 million and debt of less than $100 million.

The Debtor tapped Klestadt Winters Jureller Southard & Stevens,
LLP, as bankruptcy counsel; Ingerman Smith, LLP and Smith & Downey,
PA, as special counsel; Robert Rosenfeld of RSR Consulting, LLC, as
chief restructuring officer; and Garden City Group, LLC, as claims
and noticing agent.  The Debtor has also hired FPM Group, Ltd., as
consultants; Eichen & Dimeglio, PC, as accountants; A&G Realty
Partners, LLC and Madison Hawk Partners, LLC, as real estate
advisors; and Hilco Streambank and Douglas Elliman serve as
brokers.

Judge Robert E. Grossman presides over the Debtor's bankruptcy
case.

The Office of the U.S. Trustee on Dec. 9, 2016, appointed three
creditors of Dowling College to serve on an official committee of
unsecured creditors.  The Committee retained SilvermanAcampora LLP
as its counsel.


E.O.S. RENTALS: Retention of Ritchie as Auctioneer of Property OK'd
-------------------------------------------------------------------
Judge Robert H. Jacobvitz of the U.S. Bankruptcy Court for the
District of New Mexico authorized E.O.S. Rentals, LLC to employ
Ritchie Bros. Auctioneers to conduct an auction or auctions of the
Property separately, or as a single unit, and to sell the property
listed on Exhibit A.

The Debtor is authorized to employ Ritchie Bros. to market the
Property for auction and then auction the Property, separately, or
as a unit, with the result of the auction subject to review and
approval by the Court.  It may hold more than one auction if
determined by the Debtor to be in the best interests of the Estate.


The Property will be sold free and clear of any and all interests
and liens.  The liens on the Property, including the Independent
Bank Property, will attach to the sale proceeds.  Ritchie Bros.
will keep an accounting of the sale prices(s) of the Independent
Bank Property.

The Debtor is unaware of any of any other costs or expenses that
will need to be paid before completing the proposed auction,
however, to the extent that such costs and/or expenses become known
to the Debtor and are necessary to complete the proposed auction
and close the sale, the Debtor requests permission to pay any and
all such costs and expenses.

The following procedures will apply to the auction or auctions and
sale the Property:

     a. The Debtor may hold more than one auction if the Debtor
determines that doing so is in the best interest of the estate;

     b. The auction will be conducted by Ritchie Bros. through an
online marketplace event hosted on www.ironplanet.com;

     c. Each item of Property will be sold to the highest bidder;
all bids are irrevocable and all sales are final;

     d. Each purchased lot will be subject to a transaction fee,
which will be charged to the buyer, of: (a) 10% on all lots selling
for $10,000 or less, (b) 3.85% on all lots selling for more than
$10,000 up to $33,500, with a minimum fee of $1,000 per lot or, (c)
$1,290.00 on all lots selling for over $33,500;

     e. All payments by purchasers of the Property will be made to
Ritchie Bros. who will then transfer the sale proceeds minus
commission fees to the Debtor;

     f. Audley and the Debtor have agreed to settle the
Indebtedness for $345,000, of which $10,000 has already been paid
to Audley by the Debtor.  After the auction(s) conducted as set
forth herein resulting in sale proceeds, the Debtor will transfer
an aggregate amount from the auction proceeds (excluding any
proceeds of the Independent Bank Property) of $335,000 to Foley &
Lardner LLP, the counsel to Audley, within 10 business days after
the auction(s).  The Audley Proceeds will be distributed to Foley
according to payment instructions provided by Foley to the Debtor's
counsel;

     g. In the event that the sale proceeds from the auction are
insufficient to pay the aggregate amount of $335,000, the Debtor
will remain liable to pay for the unpaid balance of the Audley
Proceeds.  The Debtor will pay the Audley Balance, if any, no later
than six months after the consummation of the auctions according to
payment instructions provided by Foley to the Debtors.  For the
avoidance of doubt, Audley does not release its claim against the
Debtor until the Auction Proceeds have been paid in full by the
Debtor;

     h. After the auction(s) conducted as set forth herein
resulting in sale proceeds, the Debtor will transfer the net
auction proceeds from the sale of the Independent Bank Property to
Independent Bank within 10 business days after the auction(s)
according to payment instructions provided by the counsel for
Independent Bank; and

     i. The Debtor waives any right to surcharge fees or costs
relating to the sale of the Property.

The compensation of Ritchie Bros. is approved at a 10% commission
on the gross sale price of each item for any lot, with a minimum
fee of $100 per lot, effective as of the date of filing the
Application.

The Debtor is authorized to (i) conduct an auction of the Property;
(ii) pay all costs and expenses as set forth, from estate funds or
the proceeds of the auction without further notice to the
creditors; and (iii) pay Audley and will pay Audley up to $335,000
from the proceeds of the auction (excluding proceeds of the
Independent Bank Property) within 10 business days of the sale;
with the Debtor remaining liable for the Audley Balance, which will
be paid from the Debtor to Audley no later than six months after
the consummation of the auctions according to payment instructions
provided by Foley to the Debtors.

Audley does not release its claim against the Debtor until the
Auction Proceeds have been paid in full by the Debtor.

The Debtor is authorized and directed to pay Independent Bank the
net proceeds from the auction of the Independent Bank Property
within 10 business days after the auction(s) according to payment
instructions provided by counsel for Independent Bank.

The Debtor is authorized to execute any documents necessary to
effect transfer of the Property as set forth.

                      About E.O.S. Rentals

Based in Hobbs, N.M., E.O.S. Rentals LLC, an equipment rental and
leasing company, filed a voluntary Chapter 11 petition (Bankr.
D.N.M. Case No. 17-12024) on Aug. 4, 2017.  At the time of filing,
the Debtor had estimated assets of less than $50,000 and
liabilities of between $1 million and $10 million.  Judge Robert H.
Jacobvitz oversees the case.  Giddens, Gatton & Jacobus, P.C. is
the Debtor's legal counsel.


EDWARD DON: S&P Lowers ICR To 'B-', On CreditWatch Negative
-----------------------------------------------------------
S&P Global Ratings lowered all of its ratings on U.S.-based
foodservice equipment and supplies distributor Edward Don & Co.
Holdings LLC (Don), including its issuer credit rating to 'B-' from
'B', and placed them on CreditWatch with negative implications.

Sales and profits will decline materially at least over the near
term. A significant portion of Don's sales are from full-service
restaurants and casual dining, which makes it susceptible to a
decline in consumer discretionary spending. There will likely be
even more restaurant, lodging, country club, and school closures,
as well as other institutions--at least over the near term. An
emphasis on social distancing could also weaken restaurant traffic,
even if closures are short-lived. The ability to contain the virus,
the extent and duration of numerous current and potential
lockdowns/quarantines, and consumers' willingness to isolate are
key variables. Irrespective of the closures, consumers are
increasingly adopting social distancing practices that will likely
keep restaurant traffic very low until the outbreak is contained.

The negative CreditWatch reflects the potential for a downgrade
over the next few months. Given the uncertainty around the duration
of the outbreak, including the potential for it to reoccur after
the summer, the ratings could remain on CreditWatch until near the
end of the calendar year. S&P expects to resolve the CreditWatch
after it assesses whether there will be a long-lasting negative
effect of COVID-19 on Don's liquidity position and credit metrics,
including its ability to sustain adjusted leverage below 7x.


EKSO BIONICS: Granted Until Sept. 14 to Regain Nasdaq Compliance
----------------------------------------------------------------
EKSO Bionics Holdings, Inc. previously received a deficiency letter
from the Listing Qualifications Department of the Nasdaq Stock
Market, notifying the Company that because the closing bid price
for the Company's common stock listed on The Nasdaq Capital Market
was below $1.00 per share for 30 consecutive business days, the
Company had not been in compliance with the minimum closing bid
price requirement for continued listing on The Nasdaq Capital
Market.  In accordance with the Nasdaq Listing Rules, the Company
was provided an initial period of 180 calendar days, or until March
16, 2020, to regain compliance with the Bid Price Requirement.  The
Deficiency Notice also provided that the Company may be eligible
for an additional 180 calendar day compliance period if it provided
a written notice to Nasdaq of its intent to cure such deficiency.

As the Company did not regain compliance with the Bid Price
Requirement by the Initial Compliance Deadline, the Company applied
for an extension of the cure period, as permitted under the Nasdaq
Rules.  According to a notice received from the Staff on March 17,
2020, the Staff granted the Company a second compliance period of
180 calendar days, or until Sept. 14, 2020.

According to the Extension Notice, if at any time before the Second
Compliance Deadline, the closing bid price for the Company's common
stock remains at or above $1.00 per share for a minimum of 10
consecutive business days, the Staff will provide written
confirmation of compliance with the Bid Price Requirement and the
common stock will continue to be eligible for listing on The Nasdaq
Capital Market.

If the Company does not regain compliance with the Bid Price
Requirement by the Second Compliance Deadline, the Staff will
provide a written notification to the Company that its common stock
will be subject to delisting.  At that time, the Company may appeal
the Staff's delisting determination to a Nasdaq Hearing Panel, with
the Company's common stock remaining listed on the Nasdaq Capital
Market until the completion of the appeal process, but there can be
no assurance that Nasdaq would grant the Company's request for
continued listing.

The Company intends to implement a reverse stock split, which was
approved by the Company's shareholders at the Special Meeting,
promptly following the completion of all necessary state and Nasdaq
filings.  However, there can be no assurance that the Company will
be able to satisfy the Bid Price Requirement, or will otherwise be
in compliance with other Nasdaq Rules.

                       About Ekso Bionics

Headquartered in Richmond, California, Ekso Bionics Holdings, Inc.
-- http://www.eksobionics.com/-- designs, develops, and sells
exoskeleton technology that has applications in healthcare and
industrial markets.  The Company's wearable exoskeletons are worn
over clothing and are mechanically controlled by a trained operator
to augment human strength, endurance, and mobility.

Ekso Bionics reported a net loss of $12.13 million for the year
ended Dec. 31, 2019, compared to a net loss of $26.99 million for
the year ended Dec. 31, 2018.  As of Dec. 31, 2019, the Company had
$21.92 million in total  assets, $15.12 million in total
liabilities, and $6.80 million in total stockholders' equity.

OUM & CO. LLP, in San Francisco, California, the Company's auditor
since 2010, issued a "going concern" qualification dated Feb. 27,
2020, citing that Company has incurred significant recurring losses
and negative cash flows from operations since inception and an
accumulated deficit.  This raises substantial doubt about the
Company's ability to continue as a going concern.


EKSO BIONICS: Stockholders Approve Reverse Common Stock Split
-------------------------------------------------------------
Ekso Bionics Holdings, Inc., held a special meeting of stockholders
on March 12, 2020, at which the stockholders:

  (1) approved amendments to the Company's Articles of
      Incorporation, and authorized the board of directors of the
      Company to select and file one such amendment, to effect a
      reverse stock split of the Company's common stock at a
      ratio of not less than 1-for-5 and not more than 1-for-15,
      with the Board of Directors having the discretion as to
      whether or not the reverse stock split is to be effected,
      with the exact ratio of any reverse stock split to be set
      within the above range as determined by the Company's
      Board of Directors in its discretion, and without a
      corresponding reduction in the total number of authorized
      shares of common stock;

  (2) approved an amendment to the Company's Amended and Restated
      2014 Equity Incentive Plan to increase the number of shares
      authorized for grant under the 2014 Plan from 12,614,290
      shares to 17,614,290 shares (or the quotient obtained by
      dividing such number by the Split Ratio, if the Proposal
      One is approved and implemented); and

  (3) approved the adjournment of the Special Meeting, if
      necessary, to solicit additional proxies in the event that
      there are not sufficient votes at the time of the Special
      Meeting to approve the foregoing proposals.

                       About Ekso Bionics

Headquartered in Richmond, California, Ekso Bionics Holdings, Inc.
-- http://www.eksobionics.com/-- designs, develops, and sells
exoskeleton technology that has applications in healthcare and
industrial markets.  The Company's wearable exoskeletons are worn
over clothing and are mechanically controlled by a trained operator
to augment human strength, endurance, and mobility.

Ekso Bionics reported a net loss of $12.13 million for the year
ended Dec. 31, 2019, compared to a net loss of $26.99 million for
the year ended Dec. 31, 2018.  As of Dec. 31, 2019, the Company had
$21.92 million in total  assets, $15.12 million in total
liabilities, and $6.80 million in total stockholders' equity.

OUM & CO. LLP, in San Francisco, California, the Company's auditor
since 2010, issued a "going concern" qualification dated Feb. 27,
2020, citing that Company has incurred significant recurring losses
and negative cash flows from operations since inception and an
accumulated deficit.  This raises substantial doubt about the
Company's ability to continue as a going concern.


ELM HEATING: May Use Dellenbach Cash Collateral
-----------------------------------------------
Elm Heating & Cooling, Incorporated sought and obtained approval
from Judge Jack B. Schmetterer to use the cash collateral of
Randall Dellenbach in order to pay quarterly fees to the United
States Trustee amounting to $4,875.  The Debtor is also authorized
to pay Dellenbach $5,000 as adequate protection for the use of the
cash collateral.  

The Debtor disclosed that Dellenbach may have pre-petition liens on
the business assets, including bank account, equipment, inventory
and all purchases, products, additions, accessions and replacement
of those assets, in a sum equal to the value of all assets as of
the Petition Date.  

                  About Elm Heating & Cooling

Elm Heating & Cooling, Incorporated, is a provider of heating,
ventilating and air conditioning services in River Grove, Illinois.
Elm Heating & Cooling sought Chapter 11 protection (Bankr. N.D.
Ill. Case No. 19-22960) on Aug. 14, 2019, in Chicago, Illinois.  In
the petition signed by Melanie Powers, owner, the Debtor was
estimated to have $100,000 to $500,000 in assets and $1 million to
$10 million in liabilities.  The case is assigned to Judge Benjamin
A. Goldgar.  Bach Law Offices, Inc., represents the Debtor.




ENDEAVOR ENERGY: Fitch Alters Outlook on BB LT IDR to Stable
------------------------------------------------------------
Fitch Ratings has affirmed Endeavor Energy Resources, L.P.'s
Long-Term Issuer Default Rating at 'BB' and has revised the Rating
Outlook to Stable from Positive. Endeavor's ratings are driven by
the company's high-quality asset position in the Permian basin and
oil-oriented production profile that makes FCF neutrality
achievable and maintains a relatively flat production profile with
oil prices in the low-to-mid $30/barrels (bbl) range. The company
also has a credit-conscious financial policy, with Fitch-forecasted
base case leverage metrics below 1.5x, adequate liquidity position,
and an extended maturities profile.

The Outlook revision reflects Fitch's expectation of reduced
drilling and completion activity, which will slow operational
momentum and mute medium-term production growth. Production and
proved reserve growth were the company's primary positive rating
sensitivities. Fitch expects Endeavor will demonstrate operational
and financial resilience through the cycle.

Endeavor's deep inventory provides a path to sustainable production
growth longer-term, as well as a potential contingent liquidity
option in a prolonged downturn. Offsetting factors include
navigating a challenging oil and gas price environment with minimal
hedges in place to protect development funding and other credit
risks related to corporate governance.

KEY RATING DRIVERS

Large, Quality Permian Footprint: Endeavor's sizeable acreage
position, consisting of 376,000 net acres, much of it contiguous,
is located in the core of the Midland basin, primarily split
between Martin, Midland and Reagan counties. The assets are
liquids-weighted, yielding production that is 73% oil and 14%
natural gas liquids (NGLs) as of Sept. 30, 2019. The company's
leasehold contains 8,900 gross horizontal drilling locations
(estimate based on industry average-spacing and excludes unproven
intervals), a sizeable inventory (over 40 years), and is 95% held
by production.

Drilling Efficiencies Lead to Above Average Netbacks: Recent
drilling activity has been concentrated in Martin and Midland
counties, with both counties seeing excellent well performance in
terms of production volumes and drilling and completion (D&C)
costs. Drilling efficiencies attributable to integrated multi-well
pad design, paired rig strategy and closely-managed pump uptimes
manifested in a 34% YoY increase in average feet drilled per day
and a 22% increase in average completed stages per day. Fitch
estimates that well-level lease operating expenses (LOE) decreased
from roughly $11.10/ boe on Dec. 31, 2018 to $7.60/boe in September
30, 2019. Fitch observed similar improvements in E&P selling,
general and administrative (SG&A) and gross interest expense,
demonstrating the achievement of cost efficiencies related to
operational scale. Because these improvements to margins are
derived from identifiable, intentional and sustainable changes to
operations, Fitch believes the reported low cost profile in Sept.
30, 2019 will persist throughout the forecasted rating horizon.

Muted Production Growth for FCF Neutrality: On July 22, 2019, Fitch
revised Endeavor's Outlook to Positive, contingent on the
realization of the company's ambitious, albeit achievable, growth
strategy. Management set a target for production to surpass 175
mboed by 2021 through increasing operated rigs to 12 and elevating
capital expenditures to around $2 billion in the out years of the
forecasted period. Given the weaker commodity price environment,
Fitch believes that management will reduce capital expenditures
towards maintenance levels in 2020 and gradually expand the D&C
capital budget for growth capex thereafter, in line with Fitch's
base case oil price deck.

Endeavor's low cost operations, combined with its revised capital
budget, will enable the company to convert to neutral FCF
generation, in-line with other Permian peers. Although this
represents a material shift in the company's operating strategy,
Fitch believes the more conservative capital budget aligns the
company to weather a more challenging commodity environment, even
if sustained for multiple years. In doing so, the company both
foregoes future production growth and reduces its operational
momentum, leading to a steady-state profile.

Minimal Hedging Policy: Endeavor uses hedges minimally outside of
oil basis swaps in a limited volume, and does not plan to
materially alter or increase its hedge position. Although
Endeavor's minimal use of hedges introduces additional cash flow
volatility relative to peers, Endeavor's strong unit economics,
capital flexibility, and conservative capital structure should
enable the company to withstand the current downturn in commodity
prices.

Sub-1.5x Leverage Metrics: As of Sept. 30, 2019, Endeavor had
leverage as measured by debt to EBITDA of 1.3x. Because Fitch
believes the company will live within FCF, Fitch has assumed no net
borrowings on the revolver under the base case. As the company
realizes production growth from 2H 2019 capital spending and a full
year of improved unit costs, Fitch expects leverage to decline
below 1.0x, comparable to peers including FANG, PE, CXO, and PXD.

Corporate Governance-Related Risks: Fitch views Endeavor's lack of
an independent board and ownership concentration as presenting
material risks to the company's credit profile. The company's
founder owns Endeavor's GP and the majority of its LP units.
Endeavor also engages in related-party transactions with companies
owned by the founder, Mr. Stephens. However, the terms of the
credit agreement partially mitigate these risks, and Endeavor has
moved towards professional management, including making outside
hires for key management positions in 2016-17.

The credit agreement limits distributions to Mr. Stephens to
$60,000 per month plus $4.8 million per year for his life insurance
policy plus an amount necessary to cover his taxes. Additional cash
distributions may be made if there is no event of default, at least
25% availability on the revolver, net funded debt to EBITDA is
below 3.0x, and the aggregate amount of all distributions does not
exceed the lesser of $100 million or 10% of the borrowing base.
Additionally, all transactions with affiliates must be done on fair
and reasonable terms as would be accepted in a comparable arm's
length transaction.

DERIVATION SUMMARY

At roughly 123 mboe/d as of Dec. 31, 2019, Endeavor has
demonstrated significant historical growth, although still smaller
than Permian peers Parsley Energy, Inc. (PE, BBB-/Stable, pro-forma
Sept. 30, 2019 150.4 mboe/d), WPX Energy, Inc. (WPX, BBB-/Stable,
pro-forma 240.5 mboe/d), Diamondback Energy, Inc. (FANG,
BBB/Stable, 283.0 mboe/d), Concho Resources Inc. (CXO, BBB/Stable,
331.1 mboe/d), and Pioneer Natural Resources Co. (PXD, BBB/Stable,
345.5 mboe/d). Although Fitch expects production to approach 'BBB-'
rating tolerances due to second-half 2019 expenditures, the agency
believes a reduced 2020 capital budget will lead to stagnating
production around 150.0 mboe/d -160.0mboe/d. The liquid content of
Endeavor's production (87%) is higher than average for its
oil-focused Permian peers, leading to above average realized
prices. Despite its smaller size, Endeavor has successfully brought
unit costs in-line with its peer group (production expenses of
$10.90 mboe/d and interest cost of $1.70 mboe/d). The company's
Fitch-calculated unhedged cash netback of $29.62/boe (70% margin)
is better than or about equal to that of PE, WPX, FANG, CXO, and
PXD.

Endeavor has over 40 years of inventory (assuming 8,900 drilling
locations and 215 wells spud per year on average) in some of the
core areas of the Midland basin. Aside from a few of the largest
peers, this stands out against Permian operators who have required
or will likely require sizeable (and potentially levering) M&A
transactions to maintain operational momentum and long-term
production growth. Additionally, the inventory depth provides a
path to sustainable growth and a source of contingent liquidity in
the current challenging price environment.

By leverage, Endeavor at 1.3x at YE 2019 is comparable to peers
such as CXO (1.3x), PE (1.6x), WPX (1.7x), and FANG (1.8x). PXD had
peer-leaving leverage of 0.6x at year-end 2019. Fitch forecasts the
Permian peer group as a whole to exhibit increases in leverage
metrics in the short-term due to depressed commodity prices
followed by moderate leverage declines as cash netbacks recover
in-line with oil prices.

Although Endeavor compares competitively with other
investment-grade rated Permian peers, the company has a minimal
hedging policy which exposes the company to significant cash flow
variability. Fitch estimates the rest of the peer group to have
2020 oil production hedged around 50%-90%, which will lead to less
near-term variability in the current low commodity price
environment. Fitch also views Endeavor's private ownership as
having a negative impact on the issuer's credit profile, given
potential risks related to governance structure.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

  -- WTI prices of $57.02/bbl in 2019, $38.00/bbl in 2020,
$45.00/bbl in 2021, and $50.00/bbl thereafter;

  -- Henry Hub prices of $2.56/mcf in 2019, $1.85/mcf in 2020,
$2.10/mcf in 2021, and $2.25 thereafter;

  -- Total hydrocarbon production of 123mboe/d in 2019, 175mboe/d
in 2020, and flat to slightly positive growth thereafter;

  -- Strong improvement in LOE unit costs during 2019 and flat
thereafter;

  -- Other operating costs decline slightly in 2019 and flat
thereafter;

  -- Service company EBITDA of $15 million per year and cash flow
from royalty interests of $20 million per year;

  -- Capital expenditures of $1.70 billion in 2019, $1.10 billion
in 2020, and price-linked thereafter to support moderate
production growth;

  -- Distributions of $5.5 million per year.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Production approaching 175 mboe/d or higher;

  -- Maintenance of mid-cycle Total Debt with Equity
Credit/Operating EBITDA below 2.0x and/or FFO-adjusted leverage
under 2.3x on a sustained basis;

  -- Steps taken to further moderate corporate governance-related
risks.

Fitch notes that positive rating actions are possible in a more
supportive oil & gas price environment if the company demonstrates
an ability to execute its operational plans, while maintaining
financial flexibility.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Material deviation from management's target leverage ratio
resulting in a mid-cycle Total Debt with Equity;

  -- Credit/Operating EBITDA of over 3.0x and/or FFO-adjusted
leverage greater than 3.3x on a sustained basis;

  -- Pursuit of a growth-oriented capital deployment strategy in a
way that results in a substantially weaker liquidity position
and/or leverage exceeding the threshold stated;

  -- Evidence of heighted governance risk that could negatively
impact the credit profile.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: Cash and cash equivalents were $16.9 million as
of Sept. 30, 2019. Endeavor's primary source of liquidity is the
reserve-based revolving credit facility. Re-determinations are
semi-annual. In May 2019, the commitments were increased to $1.5
billion, and the borrowing base was increased to $2.1 billion.
There were $115 million of borrowings outstanding as of Sept. 30,
2019.

Extended Maturity Profile: The maturity profile is clear until
Endeavor's senior unsecured notes mature in 2026 and 2028.

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3 -ESG issues are credit neutral
or have only a minimal credit impact on the entity, either due to
their nature or the way in which they are being managed by the
entity.

Endeavor has an ESG Relevance Score of 4 for Governance Structure
as the founder of the company, Mr. Autry Stephens, owns entirely
the general partner (Endeavor Petroleum, LLC) as well as the
majority of the limited partner units of Endeavor. Additionally,
the company does not have an independent board of directors and Mr.
Stephens has the power to select all six members of the board.
Fitch views issues related to Governance Structure to have a
negative impact on the credit profile and is relevant to the rating
in conjunction with other factors.


ENERGY FUTURE: Ch. 11 Plan Discharge of Asbestos Claims Permissible
-------------------------------------------------------------------
The United States Court of Appeals for the Third Circuit upheld a
bankruptcy court order in the Chapter 11 case of Energy Future
Holdings Corp. that determined whether and under what circumstances
a bankruptcy debtor's Chapter 11 plan of reorganization may
discharge the claims of latent asbestos claimants. The Bankruptcy
Court said the discharge of the claims is permissible so long as
the claimants receive an opportunity to reinstate their claims
after the debtor's reorganization that comports with due process.
The Third Circuit agreed.

Energy Future Holdings Corporation ("EFH") was a holding company
for various energy properties. Among EFH's many subsidiaries were
four long-defunct entities only in existence because of ongoing
asbestos liability. One of the Asbestos Debtors, EECI, Inc., was
the successor corporation of a firm involved in power-plant
construction for several decades in the mid- to late twentieth
century. That industry was reliant on asbestos at the time, so
EECI's predecessor exposed its employees to slow-acting but
life-threatening carcinogens. As a result, in the years leading up
to this case, EFH was paying asbestos-related claims on behalf of
the Asbestos Debtors at a rate of $1 million to $4 million per
year.

Separately, EFH became debt-distressed as the price of natural gas,
upon which it relied for revenue, fell due to the advent of
fracking. That led EFH, along with each of its subsidiaries
including the Asbestos Debtors, to file a voluntary Chapter 11
bankruptcy reorganization petition.

Although nearly all of EFH's creditors were satisfied by its
proposed plan of reorganization, one group of creditors was not:
latent asbestos claimants. The latent claimants argued that setting
a bar date for latent claims and discharging any claims not filed
with the court would violate their due process rights set in In re
Grossman's Inc., 607 F.3d 114, 126 (3d Cir. 2010).  The Bankruptcy
Court disagreed and denied their "[motion] in opposition to the
imposition of a claims bar date affecting present and future
asbestos personal injury claimants."  Instead, consistent with
Fed.R.Bankr.P. 3003(c)(3) and the approach advocated by Sempra
Energy, it held that "a bar date must be established for all claims
. . . even though the Court may later extend such bar date for
cause shown."

To notify potential asbestos claimants of the bar date, EFH agreed
to formulate, fund, and implement a notice plan that cost over $2
million and that led nearly 10,000 latent claimants to file proofs
of claim before that date.

Although they did not attempt an interlocutory appeal of the order
setting the bar date, latent claimants continued to attack the bar
date in the subsequent proceedings leading up to the confirmation
of the plan. In rejecting each of these challenges on the merits,
the Bankruptcy Court had ample occasion to elucidate its
understanding of the due process issues. Specifically, the court
explained that latent claimants whose claims were discharged by the
bar date with insufficient notice were entitled under the
bankruptcy rules to post-confirmation process.

In short, on the clear condition that a path to relief consistent
with due process would remain available to latent claimants, the
Bankruptcy Court confirmed the plan, formally "consummat[ing]" the
EFH-Sempra merger, and the Confirmation Order formally discharged
all claims against the reorganized EFH that were not filed before
the bar date.

Notwithstanding the extension available under Rule 3003(c)(3) and
the assurance that the post-confirmation procedure would comport
with due process, Appellants -- latent claimants who did not file
by the bar date and were subsequently stricken with mesothelioma --
appealed the Plan Confirmation Order's discharge of their claims on
due process grounds. The District Court dismissed the appeal
without reaching its merits, reasoning that it was barred by 11
U.S.C. Sec. 363(m), commonly referred to as the "statutory
mootness" provision, which provides that a party may not seek the
"reversal or modification on appeal of an authorization . . . of a
sale or lease of property [that] affect[s] the validity of a sale"
unless the sale order is stayed, 11 U.S.C. section 363(m).  The
Appellants sought the Third Circuit's review, which is plenary.

According to the Third Circuit, although presented as a single
claim, the Appellants' due process challenge, on inspection,
presents two distinct and alternative arguments: first, that the
Appellants were entitled to partake of the pre-discharge claims
process by having all latent claims deemed timely filed and by
recovering through a section 524(g) trust or its equivalent; and
second, that to the extent Rule 3003(c)(3) was incorporated as a
term of the Confirmation Order, it is facially unconstitutional
because that term is categorically incapable of affording due
process to any latent claimant.

Upon their excursion through the Rule 3003(c)(3) factors, the Third
Circuit is convinced that the Rule is capable of providing latent
claimants with a fair opportunity to seek reinstatement. It allows
them to argue that their late filings would impose no prejudice on
EFH and that the length of their delay would not affect any
bankruptcy proceeding. It likewise allows them to argue that,
without reinstatement, they would not be accorded due process under
Grossman's. This showing is only negligibly more demanding than the
one necessary to file a proof of claim before the bar date -- it
requires that latent claimants allege a single additional fact,
i.e., lack of due process under Grossman's, and this one additional
requirement does not render the Rule 3003(c)(3) process
unconstitutional.

The Appellants object that the procedural barriers to obtaining
Rule 3003(c)(3) relief necessarily deprive them of due process. But
obtaining such relief is in fact quite simple -- especially as
courts must accord "special care" to pro se claimants, "liberally
constru[ing]" their filings and holding them "to less stringent
standards than formal pleadings drafted by lawyers," meaning that
none of the Appellants' logistical concerns holds weight.

According to the Third Circuit, it is true, as the Appellants point
out, that they must "carry the burden of proof" under Rule
3003(c)(3), but that burden for the latent claimants is a light
one: the Appellants need only file a basic motion reciting the fact
that reinstatement of their claim will neither prejudice EFH nor
impact its bankruptcy proceedings and attach a sworn affidavit
explaining why they were deprived of due process under Grossman's.
"And while Appellants express concern that Rule 3003(c)(3) motions
will be processed slowly so recoveries will be unfairly delayed, we
are confident that the Bankruptcy Court will resolve those motions
swiftly given the relatively simple showing required to obtain
relief and the sensitivity the Bankruptcy Court has shown to the
crippling and fast-acting nature of asbestos-related diseases," the
Third Circuit said.  Finally, though the Appellants note their
concern that any added delay in reinstatement might reduce the
quantum of potential damages they recover, that concern relies upon
a patent misreading of a single state's damages statute.

In all, then, Rule 3003(c)(3) is capable of affording latent
claimants a fair opportunity post-confirmation to seek
reinstatement of their claims, and the Third Circuit rejects the
Appellants' due process challenge to that aspect of the
Confirmation Order.

This case serves as a cautionary tale for debtors attempting to
circumvent section 524(g). The alternative route EFH has chosen for
addressing its asbestos liability has produced a similar result as
a section 524(g) trust -- reimbursement for latent claimants who
either filed proofs of claim or did not receive proper notice of
the bar date -- but with added and unnecessary back-end litigation.
Like the Bankruptcy Court, however, the Third Circuit said it has
only "a limited role" in this case. They are not charged with
ensuring that EFH's strategic choices were optimal or even
advisable; they are merely asked to ensure that they satisfy the
Bankruptcy Code and the Constitution. And in this limited role, the
Third Circuit concludes that the post-confirmation satisfies both.

The case is captioned In re: ENERGY FUTURE HOLDINGS CORP, AKA TXU
Corp., AKA Texas Utilities, et al., Debtors, SHIRLEY FENICLE,
individually and as successor-in-interest to the Estate of George
Fenicle; DAVID WILLIAM FAHY; JOHN H. JONES; DAVID HEINZMANN; HAROLD
BISSELL; KURT CARLSON; *ROBERT ALBINI, individually and as
successor-in-interest to the Estate of Gino Albini; DENIS
BERGSCHNEIDER, Appellants, No. 19-1430 (3rd Cir.).

A copy of the Third Circuit's Decision dated Feb. 18, 2020 is
available at https://bit.ly/3agEZcX from Leagle.com.

Daniel K. Hogan , Hogan McDaniel, 1311 Delaware Avenue, Suite 1,
Wilmington, DE 19806.

Steven Kazan , Kazan McClain Satterley & Greenwood, 55 Harrison
Street, Suite 400, Oakland, CA 94607.

Leslie M. Kelleher [ARGUED] Jeanna R. Koski , Caplin & Drysdale,
One Thomas Circle, N.W. Suite 1100, Washington, DC 20005, Counsel
for Appellants.

Matthew C. Brown , Thomas E. Lauria Joseph A. Pack , White & Case,
200 South Biscayne Boulevard, Suite 4900, Miami, FL 33131.

J. Christopher Shore , [ARGUED] White & Case, 1221 Avenue of the
Americas, New York, NY 10020.

Jeffrey M. Schlerf , Fox Rothschild, 919 North Market Street, Suite
300, Wilmington, DE 19801, Counsel for Appellee Reorganized EFH
Debtors.

Daniel J. DeFranceschi , Jason M. Madron , Richards Layton &
Finger, 920 North King Street, One Rodney Square, Wilmington, DE
19801.

Mark E. McKane , [ARGUED] Kirkland & Ellis, 555 California Street,
Suite 2700, San Francisco, CA 94104, Counsel for Appellee EFH Plan
Administrator Board.

Jennifer Bennett , Public Justice, 475 14th Street, Suite 610,
Oakland, CA 94607.

Michael J. Quirk , Motley Rice, 40 West Evergreen Avenue, Suite
104, Philadelphia, PA 19118.

                     About Energy Future

Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a portfolio
of competitive and regulated energy businesses in Texas. Oncor, an
80%-owned entity within the EFH group, is the largest regulated
transmission and distribution utility in Texas. The Company
delivers electricity to roughly three million delivery points in
and around Dallas-Fort Worth. EFH Corp. was created in October 2007
in a $45 billion leverage buyout of Texas power company TXU in a
deal led by private-equity companies Kohlberg Kravis Roberts & Co.
and TPG Inc.

On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.

The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).

As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors had $42
billion of funded indebtedness as of the bankruptcy filing.

EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and
Millstein & Co., LLC, as financial advisor.

The EFIH unsecured creditors supporting the restructuring Agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor. The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.

Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.

On May 13, 2014, the U.S. Trustee appointed the Official Committee
of TCEH Unsecured Creditors in the Chapter 11 Cases. The TCEH
Committee is composed of (a) the Pension Benefit Guaranty
Corporation; (b) HCL America, Inc.; (c) BNY, as Indenture Trustee
under the EFCH 2037 Notes due 2037 and the PCRBs; (d) LDTC, as
Indenture Trustee under the TCEH Unsecured Notes; (e) Holt Texas
LTD, d/b/a Holt Cat; (f) ADA Carbon Solutions (Red River); and (g)
Wilmington Savings, as Indenture Trustee under the TCEH Second Lien
Notes. The TCEH Committee retained Morrison & Foerster LLP as
counsel; Polsinelli PC as co-counsel and conflicts counsel; Lazard
Freres & Co. LLC as investment banker; FTI Consulting, Inc., as
financial advisor; and Charles River Associates as an energy
consultant.

On Oct. 27, 2014, the U.S. Trustee appointed the Official Committee
of Unsecured Creditors representing the interests of the unsecured
creditors for EFH, EFIH, EFIH Finance, and EECI, Inc. The EFH/EFIH
Committee is composed of (a) American Stock Transfer & Trust
Company, LLC; (b) Brown & Zhou, LLC c/o Belleair Aviation, LLC; (c)
Peter Tinkham; (d) Shirley Fenicle, as successor-in-interest to the
Estate of George Fenicle; and (e) David William Fahy. The EFH/EFIH
Committee retained Montgomery, McCracken, Walker & Rhodes, LLP, as
co-counsel and conflicts counsel; AlixPartners, LLP, as
restructuring advisor; Sullivan & Cromwell LLC as counsel;
Guggenheim Securities as investment banker; and Kurtzman Carson
Consultants LLC as noticing agent for both the TCEH Committee and
the EFH/EFIH Committee.

Given the size and complexity of the Chapter 11 Cases, the U.S.
Trustee proposed, and the Debtors and the TCEH Committee agreed, to
recommend that the Bankruptcy Court appoint a committee to, among
other things, review and report as appropriate on fee applications
and statements submitted by the professionals paid for by the
Debtors' Estates. The Fee Committee is comprised of four members:
(a) one member appointed by and representative of the Debtors
(Cecily Gooch, Vice President and Special Counsel for
Restructuring, Energy Future Holdings); (b) one member appointed by
and representative of the TCEH Creditors' Committee (Peter Kravitz,
Principal and General Counsel, Province Capital); (c) one member
appointed by and representative of the U.S. Trustee (Richard L.
Schepacarter, Trial Attorney, Office of the United States Trustee);
and (d) one independent member (Richard Gitlin, of Gitlin and
Company, LLC). The Fee Committee retained Godfrey & Kahn, S.C., as
counsel; and Phillips, Goldman & Spence, P.A., as co-counsel.

On Aug. 29, 2016, Judge Sontchi confirmed the Chapter 11 exit Plans
of two of Energy Future Holdings Corp.'s subsidiaries, power
generator Luminant and retail electricity provider TXU Energy Inc.
(the "T-Side Debtors"). The Plan became effective on Oct. 3, 2016.

On Aug. 20, 2017, Sempra Energy (NYSE:SRE) announced an agreement
to acquire EFH. Under the agreement, Sempra Energy will pay
approximately $9.45 billion in cash to acquire EFH and its
ownership in Oncor, while taking a major step forward in resolving
Energy Future's long-running bankruptcy case. The enterprise value
of the transaction is approximately $18.8 billion, including the
assumption of Oncor's debt.

On Nov. 3, 2017, the Bankruptcy Court entered an order closing the
Chapter 11 cases of 40 affiliate debtors. The claims asserted
against, and interests asserted in, the Closing Cases are
transferred to the lead case of Texas Competitive Electric Holdings
Company LLC, Case No. 14-10978


EXTRACTION OIL: Fitch Lowers LT Issuer Default Rating to B-
-----------------------------------------------------------
Fitch Ratings downgraded the Long-Term Issuer Default Rating of
Extraction Oil & Gas, Inc. (XOG) to 'B-' from 'B'. Fitch also
downgraded Extraction's secured revolver to 'BB-'/'RR1' from
'BB'/'RR1'and the unsecured notes to 'B-'/'RR4' from 'B'/'RR4'. The
IDR and instrument ratings have been placed on Ratings Watch
Negative.

The Downgrade and Ratings Watch Negative reflect financial
flexibility concerns associated with heightened liquidity and
refinancing risks under Fitch's revised price deck (WTI of $38/bbl
and HH of $1.85/mcf in 2020). Extraction currently faces a
challenging capital market environment that may impact the
company's ability to redeem the preferred stock due in 2021. The
revolving credit facility accelerates to April 15, 2021 if the
preferred is not addressed before then. Additionally, the Negative
Watch reflects Extraction's liquidity risks associated with the
revolving credit facility. At YE 2019, the revolver was
approximately 50% and Fitch expects negative FCF deficits to be
offset with additional borrowings, under base case assumptions.
Downward revisions on the borrowing base and/or a lower for longer
price scenario may accelerate liquidity risks. Fitch plans to
downgrade Extraction within six months if management is unable to
materially reduce refinancing and liquidity risks associated with
the preferred stock and the revolver maturities.

The ratings reflect the company's economic wells and substantial
inventory in the Denver-Julesburg (DJ) Basin, solid 2019 production
growth, ownership of Elevation Midstream, and a favorable hedging
policy that protects the near-term downside risk before money is
spent on completion activities and locks in returns. This is offset
by the need to meet a 2021 preferred stock maturity and reduce
revolver borrowings without complicating the balance sheet, weaker
leverage and FCF profiles, under current prices, Colorado
regulatory challenges, and the lack of access to capital markets.

KEY RATING DRIVERS

Increasing Refinancing Risk: Extraction's has a $185 million
preferred stock issuance that matures on Oct. 15, 2021, although
the maturity of the revolver is accelerated to April 15, 2021 if
the preferred is not converted to equity or redeemed prior to that
date or the maturity of the preferred is not extended to at least
February 2023. Fitch believes Extraction's options to retire the
preferred stock include asset sales, monetizing the Elevation
midstream subsidiary, utilizing the revolver, amending and
extending the preferred stock maturity, or getting the acceleration
on the revolver waived.

Even if the preferred stock maturity is resolved, the company has a
large revolver balance that is due August 2022. Fitch believes
extending the maturity may be challenged given that the senior
unsecured notes are due in 2024 and 2026, particularly in a lower
commodity price environment that materially weakens the company's
FCF profile.

Colorado Regulatory Risk: Senate Bill 19-181 was signed into law on
April 16, 2019, triggering 12+ rulemakings at the Colorado Oil and
Gas Conservation Commission (COGCC). Fitch believes near-to-medium
term operational risks are moderated under the new regulatory
environment but the regulatory environment may impede capital
market access as the company's maturities come due in 2021.

Approximately 37% of Extraction's core acreage is in Weld County,
which has a favorable view of oil and gas drilling and generates
approximately 90% of total oil produced in Colorado. However, 32%
of the company's acreage is in Adams County and 22% is in Arapahoe,
which are less favorable and are adopting more stringent
regulations. While Extraction has entered into operating agreements
in both counties and has approximately 100 approved core permits in
both counties, future drilling opportunities could be limited in
these counties.

Gas Production Mix Increasing: Natural gas production as a
percentage of total production is expected to increase in 2020 at
the same time that natural gas prices are at historical lows. For
YE 2019, natural gas production was 33% of total production versus
28% YE 2018. Fitch believes a shift toward maintenance capital will
result in fewer new drilled wells, which may accelerate the
company's increasing gas mix. Higher natural gas content, as a
percentage of total production, will likely negatively affect
unit-economics, liquidity and credit metrics.

Hedge Program Mitigates Near-Term Risk: Extraction typically hedges
50%-70% of its next 18 months of production. Fitch estimates
approximately 2020 oil production is almost entirely hedged and 50%
of natural gas production is hedged. Management's strategy is to
use swaps in the near-term months and calls in the outer months to
preserve some upside in potential higher prices. Under base case
assumptions, Extraction's financial flexibility erodes as the 2020
hedge program rolls off.

Credit Metrics at Risk: Extraction's YE2019 debt/EBITDA increased
0.5x from 2018 due to price-linked EBITDA erosion while
debt/flowing barrel improved marginally to approximately
$21,000/bbl. Fitch believes a reduced capital program and lower
commodity prices may result in a material, longer-term
deterioration in the company's credit metrics due to a lower
production profile. Under base case assumptions, Fitch believes
Extraction's debt/EBITDA may trend above 5.0x by 2021.

ESG - Social: Extraction has an ESG Relevance Score of 4 for
Exposure to Social Impacts, due to heightened regulatory pressure
for Colorado Oil & Gas operators, which may have a longer-term
impact on costs and inventory. Fitch believes this has a negative
impact on the credit profile and is relevant to the rating in
conjunction with other factors.

DERIVATION SUMMARY

Extraction's production profile (88.7 mboepd in 2019) is larger
than direct peer and DJ Basin operator Great Western Petroleum LLC
(B-/RWN). Additionally, Extraction's acreage position in the play
(approximately 179,300 net acres) is significantly larger than
Great Western's approximately 60,000 net acres. As single-basin DJ
Basin operators, both companies are significantly exposed to
Colorado regulatory risk. Great Western has a higher liquids-cut
(70% versus 67%) and a better unhedged netbacks ($19.6/bbl versus
$15.8/bbl) as of Sept. 30, 2019.

Great Western's credit metrics ($18,004/bbl and $4.8/boe) are
similarly positioned to Extraction ($22,850/bbl and $5.3/boe) on a
debt/flowing barrel and a debt/1P basis, respectively. Both
Extraction's and Great Western's ratings are linked to heightened
liquidity and refinancing risks with 2021 maturities and springing
revolving credit facilities in a challenging macro and capital
market environment.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within the Rating Case for the Issuer

  - WTI crude price of $38.00/bbl in 2020, $45.00/bbl in 2021,
    $50.00/bbl in 2022 and $52.00/bbl in the long-term;

  - Henry Hub natural gas price of $1.85/mcf in 2020, $2.10/mcf
    in 2021, $2.25/mcf in 2022 and $2.50/mcf in the long term;

  - Materially reduced capital program;

  - Relatively flat production through the forecast period;

  - No material acquisitions, divestitures or stock repurchases.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that Extraction would be reorganized
as a going-concern in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.

Going-Concern (GC) Approach

Extraction's GC EBITDA assumption reflects Fitch's projections
under a mid-$40s/bbl oil price environment price deck, which
considers a lower capital program.

The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation. The GC EBITDA uses 2021-2022 EBITDA, which
reflects the decline from current pricing levels and then a partial
recovery coming out of a troughed pricing environment.

An EV multiple of 3.75x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considered the following factors:

The historical bankruptcy case study exit multiples for peer
companies ranged from 2.8x-7.0x, with an average of 5.6x and a
median of 6.1x. Extraction's multiple reflects its exposure to
regulatory risks.

Fitch's going-concern assumptions lead to a valuation of $1.466
billion, a decrease from the previous year due to the regulatory
overhang and lower oil and natural gas price assumptions in the
stressed case price deck.

Liquidation Approach

Fitch used transactional and asset based valuations, such as recent
transactions for the DJ Basin on a $/acre, $/drilling location,
$/flowing barrel and $/1P estimates to determine a reasonable sales
price for the company's assets.

Fitch used PDC Energy Inc.'s acquisition of SRC Energy, Inc. in
August 2019 as the key comp. Fitch notes that SRC's acreage
position is slightly south and east of the company's Weld county
position which has different valuation impacts than the company's
Adams county core, which is in the volatile oil window.

Fitch's liquidation value was $1.424 billion.

The $950 million revolving credit facility was assumed to be 90%
drawn to reflect the potential for a redetermination leading to a
lower borrowing base.

The allocation of value in the liability waterfall results in
recovery corresponding to 'RR1' recovery for the first lien
revolver and a recovery corresponding to 'RR4' for the senior
unsecured guaranteed notes.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

To resolve the Watch Negative and Stabilize the Rating

  - Successful refinancing of the 2021 preferred stock and extended
revolver access, materially reducing refinancing and liquidity
risks;

To Upgrade Extraction to 'B'

  - Demonstrated ability to balance the longer-term capital
program, resulting in a clear line-of-sight to positive FCF, which
Fitch expects to support revolver repayment and a clear liquidity
runway for the long term;

  - Mid-cycle debt/EBITDA maintained below 3.5x (FFO-adjusted
leverage below 3.5x).

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  - Inability to refinance the 2021 preferred stock and extend
revolver access in the next six months;

  - Deteriorating liquidity profile outlook;

  - Loss of size and scale evidenced by a reduced capital program
and substantial production declines;

  - Mid-cycle debt/EBITDA trending above 4.5x (FFO-adjusted
leverage above 4.5x).

LIQUIDITY AND DEBT STRUCTURE

Eroding Liquidity Profile: Extraction had cash on hand of $32
million, of which $11 million was held at the Elevation subsidiary
and unavailable to Extraction stand-alone, and approximately $480
million of availability under its revolver as of Dec. 31, 2019. The
revolver has a borrowing base and commitments were $950 million.
Lower commodity prices may pressure Extraction's borrowing base and
FCF profile outlook, which could lead to heightened liquidity
risks. The company's preferred stock matures in October 2021, but
the revolver accelerates to April 15, 2021 if the preferred stock
is not converted into equity, redeemed or the maturity is not
extended to six months after the revolver maturity of Aug. 16,
2022.

Under its amended credit agreement, Extraction is allowed to
repurchase its senior unsecured bonds as long as the net leverage
ratio is not greater than 2.75x. As of September 2019, the company
has repurchased notes with a nominal value of $49.8 million for
$39.3 million.

ESG CONSIDERATIONS

Extraction has an ESG Relevance Score of 4 for Exposure to Social
Impacts, due to heightened regulatory pressure for Colorado Oil &
Gas operators, which may have a longer-term impact on costs and
inventory. Fitch believes this has a negative impact on the credit
profile and is relevant to the rating in conjunction with other
factors.


FAIRWAY GROUP: Proposed Sale of Store Closing Assets Approved
-------------------------------------------------------------
Judge James L. Garrity, Jr. of the U.S. Bankruptcy Court for the
Southern District of New York authorized the proposed store closing
procedures of Fairway Group Holdings Corp. and debtor affiliates in
connection with the sale of store closing assets.

The Bidding Procedures are approved in their entirety, and will
govern the bids and proceedings related to the sale of the Assets
and the Auctions.

The Debtors are authorized to enter into the Stalking Horse
Agreement, and the Stalking Horse Bid will be subject to higher or
better Qualified Bids, in accordance with the terms and procedures
of the Bidding Procedures.

The Stalking Horse Bid Protections are approved in their entirety,
including, without limitation, the Termination Payment payable in
accordance with, and subject to the terms of, the Stalking Horse
Agreement and the Bidding Procedures.  In accordance with the
Stalking Horse Agreement, the Stalking Horse Bidder will be granted
the right to a Termination Payment comprised of a break-up fee in
an amount equal to 3% of the Cash Purchase Price.  Except as
expressly provided for in the Order, no other termination payments
are authorized or permitted under the Order.

The Debtors are authorized to pay the Termination Payment, to the
extent payable under the Stalking Horse Agreement, without further
order of the Court.   The Termination Payment, to the extent
payable under the Stalking Horse Agreement, will (a) constitute an
allowed administrative expense claim against the Debtors' estates,
(b) be included in the Carve-Out, and (c) be (i) paid in cash from
the proceeds of any approved sale or (ii) credited against the
purchase price if, after an Auction, the Stalking Horse Bid, as
enhanced at the Auction, is the Successful Bid and the sale
contemplated by the Stalking Horse Agreement (as enhanced at the
Auction) is consummated.

The Debtors are authorized to designate one or more Additional
Stalking Horse Bidders for one or more of the Assets not included
in the Stalking Horse Package and enter into asset purchase
agreements with Additional Stalking Horse Bidders for the sale of
such Assets in each case, in accordance with the terms of the Order
and the Bidding Procedures.

Subject to the terms of the Order and the Bidding Procedures, the
Debtors are authorized to offer each Additional Stalking Horse
Bidder Additional Stalking Horse Bid Protections, including a
break-up fee.

The Debtors will include in the Sale Notice the material terms of
any Additional Stalking Horse Agreement, including the terms of any
Additional Stalking Horse Bid Protections.  The Bid Protection
Objection Deadline is within seven calendar days after service of
the Sale Notice or the applicable Additional Stalking Horse Notice.


The salient terms of the Bidding Procedures are:

     a. Bid Deadline: (i) Stalking Horse Bid Deadline - March 4,
2020 at 4:00 p.m. (ET), (ii) Other Assets Bid Deadline - March 9,
2020 at 4:00 p.m. (ET)

     b. Auction: The Auctions will take place at the offices of
Weil, Gotshal & Manges LLP,  767 Fifth Avenue, New York, New York
10153 on (a) March 11, 2020, with respect to the Stalking Horse
Package, if a Qualified Bid for the Stalking Horse Package other
than the Stalking Horse Bid is received, and (b) March 16, 2020,
with respect to any other Auction Package, if one or more Qualified
Bids are received that warrant an Auction in the reasonable
business judgment of the Debtors, after consulting with the
Consultation Parties and providing notice to the Sale Notice
Parties.

     c. Sale Hearing: (i) The Sale Hearing for the Stalking Horse
Package will be held on March 11, 2020, and (ii) the Sale Hearing
for the Stalking Horse Package and/or such Other Assets, as
applicable, will be held on March 26, 2020.

     d. Sale Objection Deadline: March 4, 2020 at 4:00 p.m. (ET)

The Sale Notice is approved.  Within two business days after entry
of the Order, the Debtors will file with the Court, serve on the
Sale Notice Parties, and cause to be published on the Omni Website
the Sale Notice.  Within one calendar day after the conclusion of
an Auction (or as soon as reasonably practicable thereafter), the
Debtors will file with the Court, serve on the Sale Notice Parties,
and cause to be published on the Omni Website, the Notice of
Auction Results.

The Assumption and Assignment Procedures are reasonable and
appropriate under the circumstances, fair to all the non-Debtor
counterparties, comply in all respects with the Bankruptcy Code,
and are approved.  As soon as practicable, but not later than two
business days after the entry of the Order, the Debtors will file
with the Court, serve on the Sale Notice Parties, the Initial
Assumption and Assignment Notice.

Pursuant to the terms of the Stalking Horse Agreement, the Stalking
Horse Bidder will have the right, at any time prior to five days
prior to the Auction on the Stalking Horse Package, if any, or 10
days prior to the Sale Hearing on the Stalking Horse Package if no
Auction is held, to designate additional Transferred Contracts for
proposed assumption and assignment to the Stalking Horse Bidder or
to remove Contracts from the list of Transferred Contracts from
proposed assumption and assignment.  The Cure Objection Deadline is
at least seven days after service of such notice.

No later than two days before an Auction, the Debtors will (a) file
and serve on the Sale Notice Parties, and (b) provide or cause to
be provided to Counterparties to any Proposed Assumed Contracts
under each Qualified Bid for assets in the Auction Package(s) with
Adequate Assurance Information for the applicable Qualified Bidder.


The Debtors shall, within one calendar day after the conclusion of
each Auction (or as soon as reasonably practicable thereafter),
provide or cause to be provided to Counterparties to the Proposed
Assumed Contracts included in each Successful Bid (other than the
Stalking Horse Bid) with Adequate Assurance Information for such
Successful Bidder, if not already provided.

The Debtors will provide or cause to be provided to applicable
Counterparties Adequate Assurance Information on a strictly
confidential basis.  The Adequate Assurance Objection Deadline is
at least seven days after the filing of such notice (other than
with respect to Adequate Assurance Objections to a Back-Up Bid), or
less in the case of a Supplemental Assumption and Assignment Notice
to the extent necessary, but in each case no less than three
calendar days before the Sale Hearing.

The Debtors' assumption and assignment of a Proposed Assumed
Contract to a Successful Bidder (or to a designee of the Successful
Bidder) is subject to Court approval and consummation of a Sale
Transaction with the applicable Successful Bidder.

Notwithstanding the possible applicability of Bankruptcy Rules
6004(h), 6006(d), 7062, or 9014, or any applicable provisions of
the Bankruptcy Rules or the Local Rules or otherwise stating the
contrary, the terms and conditions of the Order will be immediately
effective and enforceable upon its entry, and any applicable stay
of the effectiveness and enforceability of the Order is waived.

Prior to mailing and publishing the Sale Notice and the Global Cure
Notice, as applicable, the Debtors may fill in any missing dates
and other information, conform the provisions thereof to the
provisions of the Order, and make such other, non-material changes
as the Debtors deem necessary or appropriate.

A copy of the Sales Procedures is available at
https://tinyurl.com/ucz69el from PacerMonitor.com free of charge.

                      About Fairway Group

Fairway Group -- https://www.fairwaymarket.com/ -- is a food
retailer operating 14 supermarkets across the New York, New Jersey
and Connecticut tri-state area, including two with freestanding
wine and liquor stores (the Stamford and Pelham locations) and two
with in-store wine and liquor stores (the Woodland Park and Paramus
locations).  The company's flagship store is located at Broadway
and West 74th Street, on the Upper West Side of Manhattan,
featuring a cafe, Sur la Route, and state of the art cooking
school.  Fairway's stores emphasize an extensive selection of
fresh, natural, and organic products, prepared foods, and
hard-to-find specialty and gourmet offerings, along with a full
assortment of conventional groceries.

Fairway Group Holdings Corp. and 25 affiliated companies sought
Chapter 11 protection (Bankr. S.D. N.Y. Lead Case No. 20-10161) on
Jan. 23, 2020.  

In the petitions signed by CEO Abel Porter, the Debtors were
estimated to have $100 million to $500 million in assets and
liabilities.  

Judge James L. Garrity, Jr., is assigned to the cases.

The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel;
Peter J. Solomon and Mackinac Partners, LLC as financial advisor;
and Omni Agent Solutions as claims, noticing and solicitation
agent.


FENER LLC: May Use Cash Collateral Thru March 31
------------------------------------------------
Judge Robert A. Gordon authorized Fener, LLC and Kuru, Inc., to use
cash collateral during the period from February 28, 2020 through
and including March 31, 2020 for ordinary course purpose pursuant
to this second interim order and the budget.  

The budget for the month of March 2020 provided for $57,140 in
total expenses, including $21,600 in payroll, $10,000 in food and
$8,000 in rent.  

A copy of the budget is available for free at https://is.gd/hh3mXB
from PacerMonitor.com.

The Court ruled that:

   * Debtor Fener will make adequate protection payments to Fulton
Bank in the amount of $8,000 by March 9, 2020, without prejudice to
the parties' right to seek different or other adequate protection.


   * Fulton Bank is entitled a replacement lien in and to all of
the Debtors' postpetition assets to the extent of cash collateral
used and when such use results in a diminution of the value of the
cash collateral.

Fulton Bank asserts a secured claim against the Debtors pursuant to
a prepetition credit agreement and a small business administration
note in the original principal amount of $1,360,000, secured by a
first priority, duly perfected security interest on and against the
real property owned by Fener, LLC known as 801 S. Broadway,
Baltimore, Maryland.   

Fulton Bank also asserts a security interest in and lien upon all
of Debtor Kuru's equipment (including, machinery, vehicles and
furniture), fixtures, inventory, accounts, investment property,
chattel paper, instruments, documents and general intangibles, and
the proceeds thereof, as well as a beer, wine and liquor license
used in connection with Kuru's business operations.

The Court further ruled that the Debtor will close any pre-petition
bank accounts with Fulton Bank, to the extent not already closed.

                 About Fener LLC and Kuru Inc.

Fener, LLC, is a Maryland limited liability company with its
principal place of business in Baltimore City.  It owns the real
property and improvements located at 801 S. Broadway, Baltimore,
Md.  

Kuru, Inc., operates Jimmy's Restaurant of Fells Point from the
property.

Fener, LLC and Kuru, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. Md. Lead Case No. 20-10720) on Jan.
20, 2020.

At the time of the filing, Fener, LLC, disclosed assets of between
$1 million and $10 million and liabilities of the same range.
Kuru, Inc., had estimated assets of between $50,000 and $100,000
and liabilities of between $1 million and $10 million.

The Debtors tapped McNamee, Hosea, Jernigan, Kim, Greenan & Lynch,
P.A. as their legal counsel.


FINCO I LLC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook on FinCo I LLC (Fortress) to
negative from stable after it revised the outlook on the company's
parent Softbank Group Corp. (BB+/Negative/-) to negative from
stable following Softbank's announcement of a plan to repurchase
shares.

At the same time, S&P affirmed its 'BB' issuer credit rating and
'BB' issue rating on the company's senior secured revolver and term
loan. The recovery rating remains at '3', denoting S&P's
expectation for meaningful (50% round estimate) recovery in the
event of a payment default.

"We revised our outlook on SoftBank Group to negative from stable
following the company's announcement that it would engage in a
sizeable stock repurchase program in light of market volatility and
a decline of its stock price. We believe this raises questions
about SoftBank's willingness to engage in credit-supportive
financial policies. Moreover, the recent market drawdown also
raises concerns about the investment portfolio's value and ability
to generate earnings. If the portfolio weakens in value and is no
longer able to generate earnings, these factors could both hurt
SoftBank's credit quality," S&P said.

"Our issuer credit rating on Fortress currently benefits from a
one-notch uplift based on our assessment of Fortress as moderately
strategic in importance to SoftBank Group. We continue to believe
that SoftBank views Fortress as a key part of its growth strategy,
and, consequently, we expect that SoftBank could provide some
liquidity or capital support to Fortress in a stress scenario. At
the same time, the rating on SoftBank acts as a cap on our issuer
credit rating on Fotress because of SoftBank's ownership and its
ability to affect Fortress' financial policy," S&P said.

Moderately strategic companies receive at most a one-notch uplift
from the stand-alone credit profile (SACP), and group support is
capped at one notch below the group credit profile (GCP). In this
case, the GCP is 'bb+', Fortress' SACP is 'bb-', and the group
status places the issuer credit rating on Fortress at 'BB' with
group support. In the event that SoftBank is downgraded, the
current one-notch benefit of group support would no longer apply,
and S&P would lower the rating on Fortress.

S&P's negative outlook reflects the possibility that it could lower
the rating on Softbank, resulting in a downgrade of Fortress given
its group status with SoftBank.


FIRST CLASS: IRS Seeks to Prohibit Use of Cash Collateral
---------------------------------------------------------
The United States of America, on behalf of its agency, the Internal
Revenue Service, asked the Bankruptcy Court for the Eastern
District of Tennessee to prohibit First Class Printing, Inc., from
using cash collateral.

The IRS complained that the Debtor is not providing adequate
protection for IRS' interest in the cash collateral.  The IRS said
the Debtor lists accounts receivable totaling $139,458.73.  Liens
on accounts receivable accrued more than 45 days after the tax
liens are filed become burdened in first priority by the tax liens,
the IRS said.    

On the Petition Date, the Debtor owes the IRS an aggregate of
$263,243.28 for federal tax liabilities, of which $176,098.28 is a
secured claim, $78,426.70 is an unsecured priority claim and
$8,718.30 is an unsecured general claim.  Notices of federal tax
lien were filed prior to the Petition Date to secure the collection
of the outstanding federal income tax liabilities for the taxable
quarters 2nd, 3rd and 4th of 2018 and 1st of 2019.

Accordingly, the IRS asked the Court to direct the Debtor to cease
the spending of the proceeds, and to segregate and account for the
cash collateral in its possession, custody, or control.

Hearing on the motion is set for April 6, 2020, at 9:30 a.m.

                   About First Class Printing

First Class Printing, Inc., based in Fayetteville, TN, filed a
Chapter 11 petition (Bankr. E.D. Tenn. Case No. 19-14730) on Nov.
6, 2019.  In the petition signed by Calvin Bruce Tanner, owner, the
Debtor disclosed $392,470 in assets and $1,187,031 in liabilities.
The Hon. Shelley D. Rucker is the presiding judge.  Steven L.
Lefkovitz, Esq., at Lefkovitz & Lefkovitz, serves as bankruptcy
counsel to the Debtor.


FIRST EAGLE: S&P Cuts Issuer Credit Rating to 'BB'; Outlook Stable
------------------------------------------------------------------
S&P Global Ratings said it lowered its issuer credit and issue
ratings on First Eagle Investment Management LLC (FEH Inc.) to 'BB'
from 'BB+'. The outlook is stable. The recovery rating on the
first-lien term loan remains '4', indicating S&P's expectation for
a 35% recovery.

Recent market declines, and to a lesser extent net outflows, have
meaningfully reduced FEH's assets under management (AUM). S&P
expects subsequent revenue loss and margin compression to be
significant enough to reduce EBITDA to a point where debt to EBITDA
rises to 4.0x to 5.0x, higher than its previous expectations.

Leverage increased in January due to the issuance of a $300 million
add-on to the company's term loan to fund the acquisition of THL
Credit. While the acquisition added $17 billion in assets
(offsetting some of the market impact), diversified AUM (20% of AUM
following the close of the acquisition was in credit strategies)
and locked up a portion of the combined entity's capital, the
incremental debt raised leverage going into this volatile period.

In past downturns as well as in the year to date, FEH has
outperformed peers and the broader market. FEH's Global Value Fund,
which comprises roughly half of AUM, is conservatively constructed
with a large cap value orientation, as well as significant cash and
gold allocations to preserve capital. In the past, this
outperformance has attracted inflows lagging market declines. This
upside potential, as well as the company's extremely high margins,
are considered in S&P's stable outlook.

Despite the potential for future outperformance and inflows, this
may not be sufficient to offset continued market declines.

The stable outlook reflects S&P's expectation that FEH's leverage
will remain between 4.0x and 5.0x over the next 12 months as market
volatility continues and the company demonstrates outperformance
compared to the broader market.

S&P could lower the ratings if leverage increases above 5.0x or if
the company's business meaningfully deteriorates due to persistent
net outflows or poor investment performance.

It is unlikely that S&P will raise the rating over the next 12
months given the current volatile environment.


FIVE STAR SENIOR: DHC Contributes 8.2 Million Shares to Subsidiary
------------------------------------------------------------------
Diversified Healthcare Trust ("DHC") disclosed in an amended
Schedule 13D filed with the Securities and Exchange Commission that
as of Feb. 28, 2020, it beneficially owns 10,691,658 shares of
common stock of Five Star Senior Living Inc., which represents 33.9
percent, based on 31,543,711 shares of common stock, $.01 par value
per share, of Five Star Senior issued and outstanding as of Feb.
26, 2020, as reported in the Issuer's Annual Report on Form 10-K
filed with SEC on March 2, 2020.  DHC Holdings LLC, a newly-formed
wholly owned subsidiary of DHC, also reported beneficial ownership
of 8,176,025 Common Shares.

On Feb. 28, 2020, DHC contributed 8,176,025 shares of its Common
Shares as a capital contribution to its newly formed wholly owned
subsidiary, DHC Holdings.  DHC Holdings acquired the Common Shares
for investment purposes.

A full-text copy of the regulatory filing is available for free
at:

                     https://is.gd/QXNHjb

                    About Five Star Senior

Headquartered in Newton, Massachusetts, Five Star Senior Living
Inc. -- http://www.fivestarseniorliving.com/-- is a senior living
and healthcare services company.  As of Dec. 31, 2019, Five Star
operated 268 senior living communities with 31,285 living units
located in 32 states, including 190 communities (20,948 living
units) that it owned or leased and 78 communities (10,337 living
units) that it managed.  Effective Jan. 1, 2020, following the
completion of the Restructuring Transactions, Five Star now manages
166 previously leased communities.  Five Star's communities include
independent living, assisted living, continuing care retirement and
skilled nursing communities. Additionally, Ageility Physical
Therapy SolutionsTM, a division of Five Star, provides
rehabilitation and wellness services within Five Star communities
as well as to external customers. As of Dec. 31, 2019, Five Star
operated through Ageility 231 rehabilitation clinics.  Five Star is
headquartered in Newton, Massachusetts.

Five Star Senior reported a net loss of $19.99 million for the year
ended Dec. 31, 2019, compared to a net loss of $74.08 million for
the year ended Dec. 31, 2018.  As of Dec. 31, 2019, the Company had
$345.79 million in total assets, $164.30 million in total current
liabilities, $61.51 million in total long-term liabilities, and
$119.98 million in total shareholders' equity.


FOCUS FINANCIAL: S&P Alters Outlook to Stable, Affirms 'BB-' ICR
----------------------------------------------------------------
S&P Global Ratings said it revised its outlook on Focus Financial
Partners LLC to stable from positive. At the same time, S&P
affirmed its 'BB-' issuer credit and secured debt ratings. The
recovery rating on the debt issues remains '3', indicating our
expectation for meaningful (50%) recovery in the event of a
default.

"The outlook revision for Focus to stable from positive is
predicated on the recent increase in market volatility, which, in
our view, will result in lower cash flow generation versus our
initial projections. That said, we believe the company continues to
display good downside protection given the cumulative preferred
position retained from the earnings generated at the partner firm
level combined with the fact that a sizable portion of earnings are
not tied to fluctuations in financial markets," S&P said.

"Focus ended 2019 with leverage, as calculated by S&P Global
Ratings, close to 5x. While we initially forecasted that leverage
was going to be closer to 4x, the significant level of reinvestment
in the business in the form of acquisitions (which in some
instances were partially or fully funded with debt) led to a larger
amount of debt than we initially predicted. From this point, while
we expect a double-digit percentage increase in revenue growth as a
result of previous acquisitions, we believe that organic growth
will remain more muted and that leverage will remain above 4x
during the next 12 months," S&P said.

Focus is a partnership of independent fiduciary firms that offer
wealth management services primarily in the U.S. through the
registered investment adviser (RIA) channel. The company offers
multiple services to its partner firms, including marketing and
business development, legal and compliance, talent management,
operational and technological enhancement, and succession planning.
Stone Point Capital and KKR, two private equity firms, made a
strategic investment in Focus in 2017, and the company went public
in July of 2018.

"The stable outlook reflects our expectation that the company will
operate with leverage between 4x and 5x during the next 12 months
while revenues experience a double-digit percent increase as a
result of acquisitions completed during 2019 and early 2020.
"We could lower the ratings if Focus operates with debt to adjusted
EBITDA above 5.0x or if the company experiences a significant
deterioration in the business," S&P said.

"We could raise the ratings if the company operates with leverage
comfortably below 4x while the business continues to diversify
while retaining downside protection," the rating agency said.


FORM TECHNOLOGIES: Moody's Cuts CFR to Caa2, Outlook Negative
-------------------------------------------------------------
Moody's Investors Service downgraded its ratings for Form
Technologies LLC, including the corporate family rating (CFR, to
Caa2 from B3) and probability of default rating (to Caa2-PD from
B3-PD). Concurrently, Moody's downgraded the ratings on the
company's first-lien senior secured revolving credit facility and
term loan (to Caa1 from B2), and its second-lien senior secured
term loan (to Caa3 from Caa2). The ratings outlook is negative.

"The downgrades reflect our expectation of weakening market
conditions in the company's automotive and energy end-markets, and
more broadly a weakening macroeconomic environment which will be
exacerbated by the current coronavirus crisis," said Gigi Adamo,
Moody's Vice President.

"The ensuing reduction in revenue, earnings and cash flow will
constrain the company's liquidity profile and impose incremental
balance sheet strain such that its ability to successfully
refinance upcoming debt maturities in the absence of new equity
and/or a prospective distressed exchange is rendered more
questionable," added Adamo.

The rapid and widening spread of the coronavirus outbreak, the
deteriorating global economic outlook, falling oil prices and asset
price declines are creating a severe and extensive credit shock
across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The global
automotive and energy sectors have been among the sectors most
significantly affected by the shock given their sensitivity to
consumer demand and sentiment. More specifically, Form
Technologies' exposure to Europe and China in the context of supply
chain disruption and direct sales have left it vulnerable to shifts
in market sentiment in these unprecedented operating conditions,
and the company remains vulnerable to the outbreak continuing to
spread. Moody's regards the coronavirus outbreak as a social risk
under its ESG framework, given the substantial implications for
public health and safety. The actions reflect the impact on Form
Technologies of the breadth and severity of the shock, and the
broad deterioration in credit quality it has triggered.

Moody's downgraded the following ratings of Form Technologies LLC:

Corporate Family Rating, to Caa2 from B3

Probability of Default Rating, to Caa2-PD from B3-PD

Senior secured first-lien term loan, to Caa1 (LGD3) from B2 (LGD3)

Senior secured second-lien term loan, to Caa3 (LGD5) from Caa2
(LGD5)

Outlook: Changed to Negative from Stable

RATINGS RATIONALE

Form Technologies' Caa2 CFR broadly reflects its very high leverage
and weak liquidity position. The company's revenue declines are
largely being driven by end-market softness, more acutely in its
automotive and energy segments. Key credit metrics, including
financial leverage and interest coverage, are expected to weaken
from current levels, with debt-to-EBITDA increasing from an already
high 7.8x (including Moody's standard adjustments) approaching 9.0x
by December 2020 and EBITA-to-interest falling below 1.0x from 1.1x
at present. The Caa2 CFR also incorporates increasing refinancing
risk related to the company's sizable debt maturities that come due
in less than two years. Further deterioration in operating
performance would erode liquidity and render more difficult the
company's ability to make timely debt service payments while
remaining in compliance with its maintenance-based financial
covenants.

The ratings continue to recognize the company's highly engineered
process and unique tooling design leading to its sole-source
manufacturing of many of its products that translate into healthy
EBITDA margins, albeit which are expected to be under pressure at
least through 2020 until a prospective recovery begins to take
shape thereafter.

Form Technologies' weak liquidity profile is characterized by
Moody's expectation of negative free cash flow generation in 2020
and increased reliance on revolver borrowings to fund operations,
resulting in less certain compliance with maintenance financial
covenants under the company's bank credit facility.

From a corporate governance perspective, the company has maintained
an elevated financial profile using debt as one of the forms of
financing bolt-on acquisitions. This strategy continues to be
considered in the company's ratings due to the maintenance of high
leverage as well as event risk in the form of large debt-financed
acquisitions or dividends arising from its financial sponsor
ownership.

The negative outlook reflects recent earnings declines and Moody's
expectation that this will continue given increasingly challenging
end-market conditions and macroeconomic softness more broadly. The
negative outlook also incorporates rising risk of a prospective
debt restructuring.

Ratings could be downgraded if operating results and liquidity
deteriorate further, or there is an increased probability of debt
payment default or restructuring of the company's debt.

If the company is able to stabilize revenue and significantly grow
operating profit and cash flows such that EBITA-to-interest expense
approaches 1.0x, while at least adequate liquidity provisions are
maintained, a positive ratings action could be warranted.

The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.

Headquartered in Charlotte, North Carolina, Form Technologies LLC
is a global manufacturer of small precision, engineered metal
components utilizing die casting and precision investment casting
capabilities as well as metal injection molding technologies.
Annual revenues approximate $1 billion. The company is owned by
Partners Group, Kenner & Company and American Industrial Partners
and management.


FREEDOM CAPITAL: Seeks to Hire Giddens Mitchell as Attorney
-----------------------------------------------------------
Freedom Capital Ventures LLC seeks authority from the US Bankruptcy
Court for the Northern District of Georgia to hire Giddens,
Mitchell & Associates P.C. as its attorneys.

Professional services to be rendered by the attorneys are:

     a. give the Debtor legal advice with respect to the Debtor's
powers and duties as Debtor in Possession in the continued
management of the Debtor's property;

     b. prepare on behalf of the Debtor all necessary applications,
answers, motions, orders, reports and other legal papers; and

     c. perform all other legal services for the Debtors in
Possession that may be necessary in this case.

Gidden's hourly rates are:

     Kenneth Mitchell        $250
     Bobbly Giddens          $250
    
     Paralegals
     Alyceson Sadler         $75
     Precious Atkinson       $75

Giddens represents no interests adverse to the Debtor or the estate
in the matters upon which the firm is to be engaged, according to
court filings.

The firm can be reached through:

     Kenneth Mitchell, Esq.
     Bobbly Giddens, Esq.
     Giddens, Mitchell & Associates P.C.
     3951 Snapfinger Parkway, Suite 555
     Decatur, GA 30035

                About Freedom Capital Ventures

Freedom Capital Ventures LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-63430) on Feb. 27,
2020, listing under $1 million in both assets and liabilities.
Kenneth Mitchell, Esq. at Giddens, Mitchell & Associates P.C.
serves as the Debtor's counsel.


FTE NETWORKS: Signs $1.8M Note Purchase Agreement with GS Capital
-----------------------------------------------------------------
FTE Networks, Inc., entered into a securities purchase agreement
with GS Capital Partners, LLC, whereby GS Capital agreed to
purchase an aggregate of $1,800,000 principal amount of 6%
convertible redeemable note.  The Note contained a $125,000
original issue discount such that the purchase price was
$1,675,000.

The Note is secured by a mortgage covering certain real property
described in that certain Mortgage, Assignment of Leases, Security
Agreement and Fixture Filing by SCFTE SPV LLC, a South Carolina
limited liability company, an affiliate of the Company, in favor of
GS Capital on or about March 13, 2020.  The Mortgage encumbers
certain real properties located in Cook County, Illinois, as
further described in the Mortgage.

Interest on any unpaid principal balance of the Note shall be paid
at the rate of 6% per annum.  Interest shall be paid by the Company
in shares of the Company's common stock or in cash at the option of
the Company.  GS Capital is entitled, at its option, to convert all
or any amount of the principal face amount of the Note then
outstanding into shares of the Common Stock at a price for each
share of Common Stock equal to 66% of the average of the two lowest
daily volume weighted average trading prices of the Common Stock as
reported on the NYSE American exchange, the OTC Markets, OTCQB
exchange or any other exchange upon which the Common Stock may be
traded in the future, during the period of twelve consecutive
trading days ending with (and including) the day upon which a
Notice of Conversion is received by the Company or its transfer
agent.

The Company will issue GS Capital 185,000 shares of its restricted
Common Stock as debt commitment shares.  In connection with the
Note, the Company issued irrevocable transfer agent instructions
reserving 4,545,455 shares of its Common Stock for conversions
under the Note and shall maintain a 2.5 times reserve for the
amount then outstanding.  Upon full conversion or repayment of this
Note, any shares remaining in the Share Reserve shall be
cancelled.

The Note may be prepaid or assigned with the following
penalties/premiums:

Prepayment Date                        Prepayment Amount
---------------          ---------------------------------------
≤ 30 days                100% of principal plus accrued interest
         
31- 60 days              106% of principal plus accrued interest
61-120 days              112% of principal plus accrued interest
121-189 days             118% of principal plus accrued interest

                          About FTE Networks

Formerly known as Beacon Enterprise Solutions Group, FTE Networks,
Inc. -- http://www.ftenet.com-- together with its wholly owned
subsidiaries, is a provider of innovative, technology-oriented
solutions for smart platforms, network infrastructure and
buildings.  The Company provides end-to-end design, construction
management, build and support solutions for state-of-the-art
networks, data centers, residential, and commercial properties and
services Fortune 100/500 companies.  FTE has three complementary
business offerings which are predicated on smart design and
consistent standards that reduce deployment costs and accelerate
delivery of innovative projects and services.

FTE Networks reported a net loss attributable to common
shareholders of $20.11 million for the year ended Dec. 31, 2017,
following a net loss attributable to common shareholders of $6.31
million for the year ended Dec. 31, 2016.  As of Sept. 30, 2018,
the Company had $158.88 million in total assets, $164.44 million in
total liabilities, and a total stockholders' deficit of $5.56
million.

FTE Networks received on Oct. 14, 2019 a notice of non-compliance
from the NYSE Regulation staff of the New York Stock Exchange
advising the Company that it was no longer in compliance with
NYSE's continued listing requirements set forth in Part 8 of the
NYSE American Company guide as a result of the board resignations
that were disclosed in the Company's Form 8-K filed on Oct. 11,
2019.


GATEWAY CASINOS: Moody's Lowers CFR to Caa2 & Alters Outlook to Neg
-------------------------------------------------------------------
Moody's Investors Service downgraded Gateway Casinos &
Entertainment Limited's corporate family rating to Caa2 from B3,
probability of default rating to Caa2-PD from B3-PD, senior secured
first lien ratings to B2 from Ba3, and senior secured second lien
notes rating to Caa3 from Caa1. The outlook was changed to negative
from stable.

The rating action reflects Moody's view of an increased risk of
default associated with uncertainty around the repayment or
refinancing of its $150 million PIK Holdco debt due April 2022 and
a material reduction in cash flows due to the coronavirus
outbreak.

This action follows government directives to suspend gaming
operations in British Columbia and Ontario due to the coronavirus
outbreak. Declining patronage and challenging economic conditions
will pressure Gateway's cash flows through 2020 and lead to the
postponement of key growth capital investments. Revenue loss in
2020 will drive a steep decline in EBITDA generation and a sharp
increase in leverage towards 15x in 2020. Although Moody's expects
leverage to decline back towards 8x in 2021, Gateway will face
heightened refinancing risk associated with the $150 million PIK
Holdco term loan due April 2022. The current environment also
introduces uncertainty around the closure of the previously
announced deleveraging transaction for a reverse merger with
Leisure Acquisition Corp.(Lesiure), a special acquisition purpose
company (SPAC), which may not receive adequate support from Leisure
shareholders. The transaction would provide funds earmarked to pay
down the $150 million term loan, and in the absence of the deal,
default risk will increase substantially.

Downgrades:

Issuer: Gateway Casinos & Entertainment Limited

  Corporate Family Rating, Downgraded to Caa2 from B3

  Probability of Default Rating, Downgraded to Caa2-PD from B3-PD

  Senior Secured First Lien Term Loan, Downgraded to B2 (LGD2)
  from Ba3 (LGD2)

  Senior Secured First Lien Revolving Credit Facility, Downgraded
  to B2 (LGD2) from Ba3 (LGD2)

  Senior Secured Regular Bond/Debenture, Downgraded to Caa3 (LGD4)
   from Caa1 (LGD4)

Outlook Actions:

Issuer: Gateway Casinos & Entertainment Limited

  Outlook, Changed To Negative From Stable

RATINGS RATIONALE

Gateway (Caa2 CFR) is constrained by: (1) a material risk of
default; (2) very high leverage expected in 2020 as EBITDA will be
materially lower in 2020 due to casino closures during Q2 and a
slow recovery thereafter; and (3) aggressive private equity
ownership. Gateway benefits from: (1) a good market position and
favorable gaming regulatory environment in Canada with substantial
barriers to entry; (2) a solid track record of improving
operational performance at individual casinos through food and
entertainment upgrades; (3) a capital incentive program in British
Columbia supporting ongoing property modernization; and (4)
adequate liquidity in 2020.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The gaming and
entertainment sectors have been significantly affected by the shock
given its sensitivity to consumer demand and sentiment. More
specifically, the weaknesses in Gateway's credit profile, including
its exposure to the land-based casino gaming industry, have left it
vulnerable to shifts in market sentiment in these unprecedented
operating conditions and the company remains vulnerable to the
outbreak continuing to spread. Moody's regards the coronavirus
outbreak as a social risk under its ESG framework, given the
substantial implications for public health and safety. The action
reflects the impact on Gateway, of the breadth and severity of the
shock, and the broad deterioration in credit quality it has
triggered.

The negative outlook reflects a material risk of default and
challenging operating environment during 2020.

The ratings could be downgraded if liquidity becomes inadequate or
there is an increased likelihood of default.

The ratings could be upgraded if Gateway's liquidity strengthens
and leverage declines towards 7x and the operating environment
improves.

Gateway has adequate liquidity in 2020. Moody's estimates sources
total around C$160 million, consisting of cash on hand of about
C$125 million at Dec19 and C$36 million available after letters of
credit under its committed C$150 million revolver due March 2023.
Uses in 2020 total close to C$55 million, comprised of Moody's
estimate of negative free cash flow of C$30 million and about C$25
million in debt maturities, including C$20 million due December
2020 under the PIK Holdco loan (maturing in April 2022, with
amortizations of C$20 million in June 2021 and C$25 million in
December 2021). The Holdco loan will generate incremental financing
costs beginning in April 2020 and exit fees for redemption past
October 2020. Gateway has a tight covenant cushion under the total
net leverage covenant of 6x, with a risk of breach in H2 2020.
Gateway may exercise the option to cure the breach with an
incremental cash contribution (equity cure) for up to two instances
over four consecutive quarters. Gateway has some ability to
generate alternate liquidity from asset sales. Provincial
governmental and regulatory entities may seek to provide support to
soften the impact of prolonged casino closures.

Social considerations include Gateway's exposure to social risks
relating to demographic changes and shifting consumer preferences
as younger generations are less likely to access traditional
casino-style gaming. To address these risks, Gateway's organic
strategy is focused on creating entertainment centers, including
modern, strategically-branded food & beverage and live
entertainment venues, to appeal to a broader customer base and more
casual gamers and boosting revenues. The company also benefits from
geographic diversification which embodies a wide range of
demographics. As the second largest non-government gaming operator
in Canada, Gateway has demonstrated its commitment to social
responsibility through its communities involvement and support for
local charities. Governance considerations include risks arising
from its financial strategy and aggressive private-equity
ownership. In recent years, the company's shareholders have taken
out sizeable distributions leading to higher leverage through
mechanisms that introduce increased business risk.

The principal methodology used in these ratings was Gaming Industry
published in December 2017.

Gateway, headquartered in Burnaby, British Columbia, Canada, is a
privately-owned gaming and entertainment company that is the second
largest non-government gaming operator in Canada, operating 27
gaming properties located in Ontario, British Columbia and Alberta.
Revenue for the twelve months ended September 30, 2019 was C$828
million.


GENCANNA GLOBAL: Middleton Represents Alpha Mechanical, R.L. Craig
------------------------------------------------------------------
In the Chapter 11 cases of GenCanna Global USA, Inc., the law firm
of Middleton Reutlinger submitted a verified statement under Rule
2019 of the Federal Rules of Bankruptcy Procedure, to disclose that
it is representing Alpha Mechanical Service, Inc. and R.L. Craig
Company, Inc.

MR is simultaneously representing the parties below that provided
goods and/or services to the debtor.

The names and addresses of the entities represented by MR are as
follows:

     a. Alpha Mechanical Service, Inc.
        7200 Distribution Drive
        Louisville, Kentucky 40258

     b. R.L. Craig Company, Inc.
        11524 Commonwealth Drive
        Louisville, Kentucky 40299

MR represents the Creditors in their capacities as creditors of the
Debtor. Each of the Creditors separately requested that MR serve as
its counsel in connection with this Chapter 11 case, and each of
the Creditors is aware of, and has not objected to, MR's dual
representation of the other Creditor in this case.

The undersigned and MR have no instruments whereby they are
empowered to act on behalf of the Creditors they represent.

The undersigned and MR do not own any interest in the Creditors or
their claims against the debtor in the above-styled proceeding.

MR may undertake additional representations of other individuals or
entities in this bankruptcy case, and does hereby reserve the right
to modify or supplement this Statement as necessary.

Counsel for Creditors can be reached at:

          MIDDLETON REUTLINGER
          Andrew D. Stosberg, Esq.
          401 S. Fourth Street, Suite 2600
          Louisville, KY 40202
          Telephone: (502) 625-2734
          Facsimile: (502) 561-0442
          E-mail: astosberg@middletonlaw.com

A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://is.gd/XLmab3

                  About GenCanna Global USA

GenCanna Global USA, Inc. -- https://gencanna.com/ -- is a
vertically-integrated producer of hemp and hemp-derived CBD
products with a focus on delivering social, economic and
environmental impact through seed-to-scale agricultural
production.

GenCanna Global USA was the subject of an involuntary Chapter 11
proceeding (Bankr. E.D. Ky. Case No. 20-50133) filed on Jan. 24,
2020.  The involuntary petition was signed by alleged creditors
Pinnacle, Inc., Crawford Sales, Inc., and Integrity/Architecture,
PLLC.  

On Feb. 6, 2020, GenCanna Global USA consented to the involuntary
petition and on Feb. 5, 2020, two affiliates, GenCanna Global Inc.
and Hemp Kentucky LLC, filed their own voluntary Chapter 11
petitions.

Laura Day DelCotto, Esq., at DelCotto Law Group PLLC, represents
the petitioners.

The Debtors tapped Benesch Friedlander Coplan & Aronoff, LLP and
Dentons Bingham Greenebaum, LLP as legal counsel; Huron Consulting
Services, LLC as operational advisor; and Jefferies, LLC, as
financial advisor.  Epig is the claims agent, which maintains the
page https://dm.epiq11.com/GenCanna.

The Office of the U.S. Trustee appointed a committee of unsecured
creditors on Feb. 18, 2020.  The committee tapped Foley & Lardner
LLP as its bankruptcy counsel, and DelCotto Law Group PLLC as its
local counsel.


GENERAL ELECTRIC: Aviation Unit Cuts 10% of U.S. Workers
--------------------------------------------------------
General Electric (NYSE:GE) will lay off 10% of its U.S. workers at
its aviation unit as the Coronavirus pandemic drastically cut air
travel and aircraft demand.

The company's aviation division, which makes some of the world's
most commonly used aircraft engines, has 52,000 workers globally,
about half of them in the U.S.

GE's aviation unit will lay off about 2,600 people.  It also plans
to reduce some executive compensation and furlough half its
domestic maintenance, repair and overhaul employees for 90 days.

The Coronavirus has spurred government- and business-imposed
restrictions on air travel worldwide, prompting airlines like
Delta, United and others around the world to park hundreds of
planes and defer deliveries of new aircraft in an attempt to save
cash.

"The aviation industry is feeling the impact of this global
pandemic most acutely.  The rapid contraction of air travel has
resulted in a significant reduction in demand as commercial
airlines suspend routes and ground large percentages of their
fleets.  As a result, GE Aviation is announcing several steps that,
while painful, preserve our ability to adapt as the environment
continues to evolve," GE Chairman and CEO H. Lawrence Culp, Jr.,
said Monday.

The CEO said GE expects to preserve $500 million to $1 billion in
2020 from these actions:

   * GE Aviation is planning to reduce approximately 10% of its
total U.S. workforce.

   * There will be a temporary lack of work impacting approximately
50% of its U.S. maintenance, repair and overhaul employees for 90
days.

   * These actions build on those the business already has taken,
including a hiring freeze, the cancellation of the salaried merit
increase, a dramatic reduction of all non-essential spending, and a
significant decrease in its contingent workforce.  

   * Starting April 1, David Joyce, vice chairman of GE and
president and CEO of GE Aviation, will forgo half of his salary.  


As David Joyce wrote in his note to GE Aviation employees earlier,
"Our hardworking, determined employees are the heart of our
business, and it is difficult to have to take these steps due to
external factors like this.  But we must respond immediately with
every action within our control to protect our ability to serve our
customers now and as the industry eventually recovers."

On the bright side, GE said it plans to raise production of
ventilators and other crucial medical equipment.

"At the same time, our GE Healthcare team is working heroically to
increase manufacturing capacity and output of equipment –
including CTs, ultrasound devices, mobile X-ray systems, patient
monitors and ventilators -- important in the diagnosis and
treatment of COVID-19 patients. I know our business teams are
working hard to understand our new realities," Joyce said.

                   About General Electric

General Electric (NYSE:GE) -- http://www.ge.com/-- rises to the
challenge of building a world that works. For more than 125 years,
GE has invented the future of industry, and today the company's
dedicated team, leading technology, and global reach and
capabilities help the world work more efficiently, reliably, and
safely. GE's people are diverse and dedicated, operating with the
highest level of integrity and focus to fulfill GE's mission and
deliver for its customers.


GLENNS CLEANING: Seeks to Hire Seiller Waterman as Counsel
----------------------------------------------------------
Glenns Cleaning Service, LLC, seeks authority from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Seiller Waterman LLC, as counsel to the Debtor.

Glenns Cleaning requires Seiller Waterman to:

   a. provide legal advice with respect to the Debtor's powers
      and duties as debtor in possession in the continued
      operation of its affairs and management of its assets;

   b. undertake all necessary action to protect and preserve the
      Debtor's estate, including the prosecution of actions on
      behalf of the Debtor, the defense of any actions commenced
      against the Debtor, negotiations concerning all litigation
      in which the Debtor is involved, and objecting to claims
      filed against the Debtor's estate;

   c. prepare on behalf of the Debtor all necessary motions,
      answers, orders, reports, and other legal papers in
      connection with the administration of the Debtor's estate;
      and

   d. perform any and all other legal services for the Debtor in
      connection with the Chapter 11 Case and the formulation and
      implementation of the Debtor's chapter 11 plan.

Seiller Waterman will be paid at these hourly rates:

     David M. Cantor               $365
     Neil C. Bordy                 $360
     Paul J. Krazeise              $300
     Keith J. Larson               $300
     William P. Harbison           $300
     Joseph H. Haddad              $275
     Erica L. Sherrard             $225
     Rebecca L. Swann              $130
     Law Clerks                    $125

The Debtor paid Seiller Waterman a retainer of $13,500 prior to the
bankruptcy filing, of which $5,884.50 remained in trust at the time
of the bankruptcy filing.

Seiller Waterman will also be reimbursed for reasonable
out-of-pocket expenses incurred.

William P. Harbison, a partner at Seiller Waterman, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Seiller Waterman can be reached at:

     William P. Harbison, Esq.
     SEILLER WATERMAN LLC
     462 S. Fourth Street
     Louisville, KY 40202
     Telephone: (502) 584-7400
     Facsimile: (502) 583-2100
     E-mail: harbison@derbycitylaw.com

                About Glenns Cleaning Service

Glenns Cleaning Service LLC, filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Ind. Case No. 20-70287) on March 11, 2020, disclosing
under $1 million in both assets and liabilities.  The Debtor is
represented by William P. Harbison, Esq., at Seiller Waterman LLC.


GMP CAPITAL: DBRS Keeps Pfd-4(high) Rating on Cumulative Shares
---------------------------------------------------------------
DBRS Limited maintained it's Under Review with Developing
Implications status on GMP Capital Inc.'s (GMP or the Company)
Cumulative Preferred Shares rating of Pfd-4 (high). DBRS
Morningstar initially put GMP's rating Under Review with Developing
Implications on June 18, 2019, following the Company's announcement
that it had agreed to sell substantially all of its capital markets
business to Stifel Financial Corp. DBRS Morningstar first
maintained its Under Review status on September 18, 2019, as the
sale transaction had yet to close, then again on December 17, 2019,
as the Company was still in discussions with Richardson Financial
Group Limited (RFGL) to consolidate full ownership of Richardson
GMP Limited (Richardson GMP).

On February 26, 2020, GMP announced that it had entered into a
nonbinding term sheet with RFGL to consolidate the ownership of
Richardson GMP. Under the terms of the transaction, GMP will
acquire all common shares of Richardson GMP that it does not
already own (65.5% stake) for a purchase price of two common GMP
shares per one common Richardson GMP share. RBC Capital Markets,
LLC (RBC) was retained in Q4 2019 to prepare a formal valuation of
Richardson GMP common shares and recently concluded that these
common shares carry a value of between $4.25 and $5.15 per share
while GMP common shares carry a value of between $2.20 and $2.90
per share on an en bloc basis.

As a result, GMP had called a special meeting of common
shareholders on April 21, 2020, to approve the consolidation. Upon
closing, RFGL would own approximately 39.7% of GMP's common shares.
The DBRS Morningstar-rated Cumulative Preferred Shares would remain
with the consolidated entity. However, in light of concerns over
the Coronavirus Disease (COVID-19), GMP has postponed the special
meeting. In the interim, the parties involved—GMP, RFGL, and the
Richardson GMP investment advisors—continue to work toward
entering into a definitive agreement, but without any assurances
about the outcome of these discussions.

KEY RATING CONSIDERATIONS

The continued Under Review period considers that the consolidation
of GMP with Richardson GMP has yet to be finalized. DBRS
Morningstar will assess GMP's pro forma structure once it
consolidates full ownership of Richardson GMP. This assessment will
review the Company's assets and liabilities composition, ownership,
future strategic direction, and management's ability to execute on
this plan.

RATING DRIVERS

DBRS Morningstar could upgrade the rating on GMP if the Company's
franchise prospects and post-transaction pro forma financials are
deemed to be stronger with the consolidation of Richardson GMP.
Conversely, DBRS Morningstar could downgrade the rating if GMP's
credit fundamentals weaken.

Notes: All figures are in Canadian dollars unless otherwise noted.


GNC HOLDINGS: S&P Puts Ratings on CreditWatch Negative
------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.–based
GNC Holdings Inc. (GNC) to 'CC' from 'CCC+' and placing all ratings
on CreditWatch with negative implications. The CreditWatch
placement indicates that S&P could lower the rating to 'D'
(default) or 'SD' (selective default) if the company fails to repay
the debt installment or engages in a debt restructuring in the next
90 days.

The downgrade reflects the company's recent announcement that it
does not expect to have sufficient cash flow from operation to
repay its $154.7 million convertible notes due in August 2020 and
$441.5 million of term loan B-2 due in March 2021, with a springing
maturity date of May 2020.

The CreditWatch negative placement reflects S&P's expectation that
a restructuring or default is inevitable barring unforeseen
developments. S&P could lower the ratings to 'D' (default) or 'SD'
(selective default) if the company fails to repay the debt
installment or engages in a debt restructuring in the next 90 days.


GRAY LAND: Creditor Amends Liquidating Plan Disclosures
-------------------------------------------------------
Secured creditor Columbia State Bank seeks acceptance of the First
Amended Disclosure Statement for its Plan of Liquidation for debtor
Gray Land & Livestock, LLC.

The Debtor has knowingly operated without 2019 crop insurance since
at least October 2019 and it knowingly made material
misrepresentations to DCIS in an attempt to improperly obtain a
2019 federal crop insurance policy.  The Debtor's budget is
contingent upon obtaining insurance proceeds for 2019 crop losses.
The Debtor does not have sufficient funds to operate or reorganize.
After the Debtor's attorney contacted Diversified Crop Insurance
Services regarding its finding that the 2019 insurance policy is
void, DCIS issued a letter on Feb. 4, 2020, in which it states that
it reviewed the facts and determination to void the policy.  After
completing its review, DCIS found no errors in its conclusion to
void the policy.

The proposed Plan Agent under the Plan, Critical Point Advisors,
LLC, can obtain crop insurance for the 2020 and future crops, as
necessary.

The Class Six Claim consists of the claim asserted by H&H as
secured in the Crop Proceeds of Debtor in the amount of $255,508,
as agreed between Proponent and H&H, which was the subject of a
motion for approval of settlement filed Yakima County Superior
Court for the state of Washington Case No. 17-2-04299-39.  In the
State Court Case, Columbia State Bank reached a settlement with H&H
regarding proceeds of $519,017 from Debtor's 2017 wheat crop
proceeds of Debtor delivered to Horse Heaven Grain, LLC, which were
deposited into the State Court registry.  Before the settlement was
approved by the State Court, the Debtor filed this bankruptcy case.
The Deposit was later released to the Debtor postpetition.

From and after the Effective Date, the Plan Agent will take steps
necessary for liquidating the Assets.  To obtain the maximum value
possible for the Assets, the Plan Agent may operate the Assets and
is able to obtain crop insurance for the 2020 crop and any future
crops, as necessary.

Class 10 General Unsecured Claims are impaired by the Plan and the
holders of the Class Ten Claims are entitled to vote to accept or
reject the Plan.  The Class Ten Claims consists of all Allowed
Unsecured Claims, together with interest at the rate of 2.35% per
annum, the federal interest rate under 28 U.S.C. Sec. 1961(a) as of
the Petition Date.  After Allowed Administrative Expense Claims for
Professional Fees have been paid in full, each Holder of an Allowed
Unsecured Claim shall receive Distributions of a pro rata share of
the Available Cash pursuant to the  Trust Agreement.

A full-text copy of Secured Creditor's Liquidating Plan dated March
10, 2020, is available at https://tinyurl.com/qr3e25h from
PacerMonitor at no charge.

Attorneys for Columbia State Bank:

         Tara J. Schleicher
         Jason M. Ayres
         Foster Garvey P.C.
         121 SW Morrison Street, 11th Floor
         Portland, Oregon 97204
         E-mail: tara.schleicher@foster.com
                 jason.ayres@foster.com

                   About Gray Land & Livestock

Gray Land & Livestock is a privately held company that operates in
the animal food manufacturing industry.  Gray Land & Livestock
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
E.D. Wash. Case No. 19-00467) on Feb. 28, 2019.  At the time of the
filing, the Debtor was estimated to have assets of less than
$50,000 and liabilities of $1 million to $10 million.  The case is
assigned to Judge Frederick P. Corbit.  The Debtor tapped Bailey &
Busey LLC as its legal counsel.


HARVEY OST OILFIELD: Court OKs Cash IRS, First State Stipulation
----------------------------------------------------------------
Judge Benjamin P. Hursh approved the stipulation between Harvey Ost
Oilfield Services, LLC on the one hand, and First State Bank of
Malta and the Internal Revenue Service, on the other hand, allowing
the Debtor's continuing use of pre-petition and post-petition
accounts receivable in order to:

   (i) fund the Debtor's postpetition operating costs in the
ordinary course of Debtor's business, and

  (ii) pay the Debtor's Court-authorized professionals on a monthly
basis under the procedures set out in the administrative procedures
motion.

The Debtor may use cash collateral until the occurrence of:

   (a) the effective date of any confirmed Chapter 11 plan, or
   (b) the date the Debtor files an application seeking approval of
any super priority claim or lien in the Chapter 11 case which is
pari passu with or senior to the security interests and liens of
the creditors without the creditors' prior written consent.

The stipulation was reached after the Debtor filed a motion seeking
to use cash collateral in which First State Bank and the IRS have
interest.  

Before the Petition Date, the Debtor incurred debts under several
promissory notes issued to First State Bank in the original
principal amounts of (i) $250,000, (ii) $1,775,750, (iii)
$7,571.14, and (iv) $250,000, secured by the Debtor's assets and
certain mortgages on real property owned by Dennis Ost and Paula
Ost and by Horizon Hills Golf Course, LLC.

The Debtor's assets are also are encumbered by tax liens
aggregating $92,457.02 in favor of the IRS.

The parties stipulate that the Debtor agrees to provide First State
Bank and the IRS with continuing post-petition replacement liens in
Debtor's accounts receivable in the same order of lien priority as
enjoyed by the Bank and the IRS in Debtor's pre-petition accounts
receivable, in exchange for the creditors' consent of the Debtor's
use of cash collateral.

A copy of the stipulation at https://is.gd/XOuQcP and of the order
at https://is.gd/lgHUJN may be accessed from PacerMonitor.com free
of charge.

              About Harvey Ost Oilfield Services

Harvey Ost Oilfield Services, LLC, is a wholesaler of petroleum &
petroleum products.  The company filed a Chapter 11 petition
(Bankr. D. Mont. Case No. 20-20045) on Feb. 13, 2020.  In the
petition signed by Dennis Ost, managing member, the Debtor listed
$2,237,856 in total assets and $3,453,529 in total liabilities.
Church Harris Johnson & Williams PC is the Debtor's counsel.


HESS CORP: Moody's Affirms Ba1 Corp. Family Rating, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service affirmed Hess Corporation's ratings,
including its Ba1 Corporate Family Rating and its Ba1 senior
unsecured rating. Hess' Speculative Grade Liquidity Rating remains
unchanged at SGL-1 and its outlook is stable.

"Hess continues to maintain very good liquidity in cash and
revolving credit availability with no near-term debt maturities,"
commented Andrew Brooks, Moody's Vice President. "This positions
the company well to cope with low oil prices while preserving
funding for its Guyana development."

Issuer: Hess Corporation

Affirmations:

  Probability of Default Rating, affirmed Ba1-PD

  Corporate Family Rating, affirmed Ba1

  Senior Unsecured Regular Bond/Debenture, affirmed Ba1 (LGD4)

Ratings Unchanged::

  Speculative Grade Liquidity Rating, Unchanged at SGL-1

Outlook Actions:

  Outlook, Remains Stable

RATINGS RATIONALE

Notwithstanding the impact of low crude oil prices on revenues and
cash flow, Hess Corporation's ratings were affirmed with a stable
outlook based on its very good liquidity, absence of near-term debt
maturities, spending cuts which help minimize negative free cash
flow and its attractive investment offshore Guyana which has now
begun to produce first oil.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. Moody's regards the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the limited impact on Hess' credit quality of
the breadth and severity of the oil demand and supply shocks, and
the company's resilience to a period of low oil prices.

Hess has very good liquidity into 2021 as evidenced by its SGL-1
Speculative Grade Liquidity Rating. Its cash balance at year-end
2019 was $1.55 billion, which will now be augmented by $1 billion
of term loan proceeds. Hess' $3.5 billion unsecured revolving
credit facility, scheduled to mature in May 2023, is undrawn.
Moody's does not project Hess to utilize its revolving credit
facility. Also, as of year-end, Hess had an additional $445 million
of committed lines of credit ($391 million of availability) that
have been typically renewed on an annual basis, providing Hess with
approximately $6.5 billion of total available liquidity, pro forma
for the funded term loan cash balance. Hess' next upcoming debt
maturity is its $300 million 3.5% notes due in 2024. In 2019, Hess'
consolidated retained cash flow (RCF) increased to $2.3 billion
(with RCF to debt approximating 25% pro forma for the new term
loan). Hess is substantially hedged in 2020 covering about 80% of
its crude production, but is unhedged in 2021.

Hess' Ba1 rating reflects its geographically diversified,
oil-weighted production and reserve base of short-cycle producing
assets, principally the Bakken Shale where Hess is the largest
producer, and long-cycle projects. Its Bakken production is low
cost and is concentrated in the core of the most productive acreage
in the formation. Notably, Hess produced first oil from its Guyana
offshore development (in which it has a 30% non-operated interest)
in late 2019, production which is likely to be transformational to
the company's scale and operating profile. The maintenance of a
strong cash balance and progress evidenced towards achieving cash
flow neutrality are key rating supports. Hess has reinforced its
cash liquidity as a buffer against the climate of stressed and
volatile oil prices with the proceeds of a new three-year $1
billion term loan, increasing its debt to approximately $25,000 per
barrel of oil equivalent (Boe). Hess also will reduce 2020's
projected capital spending by 27% to $2.2 billion, the bulk of
which will be devoted to the continued funding of the development
and appraisal of its stake in the Stabroek Block offshore Guyana,
operated by Exxon Mobil Corporation (XOM, Aaa negative). Hess
maintains the flexibility to manage spending levels by curtailing
short-cycle spending in the Bakken during periods of weak crude
prices, helping to support its long-cycle development in Guyana

Hess' capital structure is unsecured and its Ba1 unsecured notes
rating is equivalent to its Ba1 CFR.

The rating could be lowered if RCF/debt falls below 15%, if the new
term loan appears to become a permanent component of Hess' capital
structure, if there is a deterioration in Hess' capital efficiency
or should share repurchases erode liquidity or leverage metrics.
Hess' rating could be upgraded if it generates sustainable positive
free operating cash flow, if RCF/debt exceeds 30% and with a
leveraged full cycle surpassing 1.5x.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Hess Corporation is a global independent exploration and production
company headquartered in New York, New York.


HESS MIDSTREAM: Moody's Alters Outlook on Ba2 CFR to Stable
-----------------------------------------------------------
Moody's Investors Service changed the outlook of Hess Midstream
Operations LP to stable from positive. At the same time, all HESM
Opco's ratings were affirmed, including its Ba2 Corporate Family
Rating, its Ba2-PD Probability of Default Rating and the Baa3
rating on its secured revolving credit facility and $400 million
Term Loan A. The Speculative Grade Liquidity Rating remains SGL-2.

HESM Opco is the wholly-owned operating subsidiary of Hess
Midstream LP, holding all the entity's operating assets and debt.
HESM's non-economic general partner and 94% economic interest is
jointly owned by Hess Corporation (Hess, Ba1 stable) and Global
Infrastructure Partners. The remaining 6% shareholding in HESM is
owned by the public.

"The change in HESM Opco's outlook to stable reflects limited
ratings upside potential in the currently challenged crude oil and
natural gas price environment," commented Andrew Brooks, Moody's
Vice President. "HESM Opco shares a strong, well-structured
contractual relationship with Hess and the integrated midstream
services it owns and operates in support of Hess' production in the
Bakken Shale."

Affirmations:

Issuer: Hess Midstream Operations LP

Probability of Default Rating, Affirmed Ba2-PD

Corporate Family Rating, Affirmed Ba2

Senior Secured Revolving Credit Facility, Affirmed Baa3 (LGD2)

Senior Secured Term Loan, Affirmed Baa3(LGD2)

Senior Unsecured Notes, Affirmed Ba3 (LGD5)

Outlook Actions:

Issuer: Hess Midstream Operations LP

Outlook, Changed To Stable From Positive

RATINGS RATIONALE

The change in HESM Opco's rating outlook to stable from positive
reflects the challenging crude oil and natural gas price
environment in which it operates, solely in the Bakken Shale. The
rating and outlook does consider, however, the contract structure
that serves to minimize the impact of commodity pricing and
volumetric flows on HESM Opco's revenue and cash flow.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. Moody's regards the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the limited impact on HESM Opco's credit
quality of the breadth and severity of the oil demand and supply
shocks, and the company's and Hess' resilience to a period of low
oil prices.

Moody's considers HESM Opco to have good liquidity. HESM Opco
maintains a $1.0 billion secured revolver having a December 2024
maturity, under which $32 million was borrowed at year-end 2019.
Its $400 million secured Term Loan A is also scheduled to mature in
2024.

HESM Opco's asset base is comprised of natural gas gathering,
processing and fractionation capacity; crude oil gathering,
terminaling and export assets; and a growing water services
business which on an integrated basis supports Hess' large-scale
crude oil production in the core of the Bakken Shale. Hess is the
largest operator in the Bakken with 2019's fourth quarter
production averaging 174,000 barrels of oil equivalent (Boe) per
day, slightly over 50% of Hess' total production. Services provided
through HESM Opco's midstream asset base under contract to Hess is
a critical element of processing and moving Hess' production
downstream of the wellhead.

Hess' Bakken originated crude and natural gas volumes approximate
85% and 70% of HESM Opco's total throughput, respectively;
third-party volumes are also originated through Hess, essentially
making it HESM Opco's sole contract counter-party. Midstream
services are fully contracted and 100% fee-based, structured to
minimize commodity price and volume risk. Contracts are structured
under a cost of service construct designed to deliver a fixed rate
of return to HESM Opco, and are re-set annually to maintain that
targeted rate of return. Contract structure further provides for
minimum volume commitments (MVCs), which are set on a rolling
three-year basis. Ten-year term contracts were initiated in January
2014, under which HESM Opco has unilateral rights to a 10-year
contract renewal in 2024. The combination of fixed fee contracts
underpinned with MVCs generates a highly stable and predictable
EBITDA stream. EBITDA growth is projected to grow about 25% in
2020, which should generate positive free cash flow and keep debt
leverage below the company's 3.0x target level. Distribution
coverage of 1.2x is expected to increase based on a projected 5%
annual growth rate of distributable cash per unit.

HESM Opco's unsecured notes are rated Ba3, one-notch below its Ba2
CFR in consideration of the priority claim that its $1.0 billion
secured revolving credit and $400 million Term Loan A have relative
to the company's assets. The revolver and Term Loan A are pari
passu with respect to one another and are both rated Baa3,
two-notches above the CFR because of their priority position in the
capital structure.

The outlook is stable, a function of HESM Opco's contractual and
operating relationship with Hess as well as its expected growth
trajectory and low leverage, underpinned by the contract structure
which largely insulates HESM Opco from commodity price and volume
risk. HESM Opco could be downgraded should leverage exceed 4x, or
should contract structure erode resulting in increased leverage.
Should Hess to be downgraded below Ba2, HESM Opco would be
similarly downgraded given its customer concentration with Hess.
HESM Opco could be upgraded to Ba1 should EBITDA exceed $750
million with leverage remaining below 3x, and presuming contract
structure continues to insulate EBITDA from commodity price and
volume risk in a more constructive oil price environment.

The principal methodology used in these ratings was Midstream
Energy published in December 2018.


HIGH SIERRA THEATRES: Has Access to Cash Collateral Thru Apr. 30
----------------------------------------------------------------
Judge Robert H. Jacobvitz authorized High Sierra Theatres, LLC, to
use cash collateral from March 1, 2020 through April 30, 2020.  

Judge Jacobvitz ruled that:

   (a) US Bank, N.A. and First Home Bank will continue to have a
security interest in all assets of the same types of property in
which they had a lien or security interest before the Petition
Date, including any newly acquired cash and receivables of the
Debtor.

   (b) the Debtor will make all post-petition regular note payments
to US Bank and First Home Bank as adequate protection to their
interest for the Debtor's use of the cash collateral.

The Debtor asserts that US Bank is owed $899,368 and First Home
Bank is owed $135,000, each debt memorialized by a note and secured
by collateral with value aggregating $1.3 million.

A copy of the order is available free of charge at
https://is.gd/cqXeOK from PacerMonitor.com.

                  About High Sierra Theatres

Founded in 2012, High Sierra Theatres is an
owner/operator/management company that was formed by Thomas Becker
and Nick Sanchez.  Both partners have extensive experience in the
motion picture exhibition industry, having over 65 years combined
experience.

High Sierra Theatres filed a voluntary Chapter 11 petition (Bankr.
D. N.M. Case No. 19-12680) on Nov. 22, 2019.  At the time of
filing, the Debtor was estimated to have $1 million to $10 million
in both assets and liabilities.  Michael K. Daniels, Esq.,
represents the Debtor.


HL BUILDERS: Involuntary Bankruptcy Petition Tossed
---------------------------------------------------
Bankruptcy Judge Eduardo V. Rodriguez dismissed Houtex Builders,
LLC, 2203 Looscan Lane, LLC, and 415 Shadywood, LLC's amended
involuntary petition against target debtor HL Builders, LLC,
formally known as CD Homes, LLC, ruling that the petitioning
creditors did not have the standing to file the petition.

In order to successfully force a debtor into bankruptcy, a
petitioning creditor, inter alia, must establish that its
particular claim is not contingent as to liability or the subject
of a bona fide dispute as to liability or amount, that its
unsecured claims aggregate at least $16,750, and must demonstrate
that the target debtor is generally not paying its debts as they
become due, unless they are the subject of a bona fide dispute as
to liability or amount. If unsuccessful, a petitioning creditor may
find itself at the receiving end of an adverse award of attorney's
fees, costs, and damages.

HL Builders is a home construction company controlled, at least in
part, by Robert Parker. Each of the Petitioning Creditors are
special purpose entities owned by Charles Foster set up to build
one or more custom homes with HL Builders. Parker and Foster began
their business relationship in 2006. During 2013 and 2014, the
Petitioning Creditors entered into a set of contracts with the
Target Debtor.  After a Project is constructed and completed, the
Project is sold.  The parties' Investor Agreements establish how
the net proceeds of the sale of each Project are to be distributed
at closing.

Under section 8 of the Investor Agreements, the required payments
by HL Builders include the amounts required under section 6 of the
Investor Agreements (i.e., any funds over the construction Loan and
the equity Loan) plus a $50,000 payment to the Petitioning
Creditors upon the sale of a Project.

As of the filing date of the Amended Involuntary Petition, the
Projects at 415 Shadywood, 2203 Looscan, and 3 Thornblade were
sold. 5325 Lynbrook Houston, Texas 77056 is the only remaining
asset held by Houtex. It is stipulated by both parties that at the
closing of each Project, the Target Debtor did not make a $50,000
payment.

Each of the contracts between Petitioning Creditors and HL Builders
include an investor agreement. The Investor Agreements set forth
how the Projects are to be financed and provide that there will be
a construction loan and an equity loan in connection with each
Project. The equity loan is to be provided by the Petitioning
Creditor to fund the initial acquisition and equity for the
Project. The construction loan is also to be provided by the
Petitioning Creditor to cover the development and construction of
the Project, and is personally guaranteed by Foster.

On May 20, 2019, the Petitioning Creditors filed the involuntary
petition, which was subsequently amended on July 11, 2019.

According to the Bankruptcy Court, although the Petitioning
Creditors' claims meet the statutorily required $16,750 in amount,
Houtex's claim with respect to 5325 Lynbrook is contingent as to
liability. Nevertheless, each of Petitioning Creditors' claims are
the subject of a bona fide dispute as to liability and amount of
the claims. Additionally, the Petitioning Creditors failed to
demonstrate that the Target Debtor is generally not paying its
debts as they become due. Therefore, an order for relief will not
be entered on the Amended Involuntary Petition, and the case is
dismissed.

Reasonable and necessary attorney's fees and costs will be awarded
to the Target Debtor and its counsel in an amount to be determined
by the Bankruptcy Court. A request for an award of damages and
punitive damages is denied. Additionally, the Petitioning
Creditors' Emergency Motion for Joint Administration of Cases and
Emergency Motion to Appoint a Chapter 11 Trustee are denied as
moot.

A copy of the Court's Memorandum Opinion date Feb. 18, 2020 is
available at https://bit.ly/2vu8ych from Leagle.com.

HL Builders, LLC, Debtor, is represented by Richard L. Fuqua, II ,
Fuqua & Associates, PC.

HouTex Builders, LLC, 415 Shadywood, LLC & 2203 Looscan Lane, LLC,
Petitioning Creditors, represented by Charles M. Rubio  --
crubio@diamondmccarthy.com.

Creditors Houtex Builders, LLC, 2203 Looscan Lane, LLC, and 415
Shadywood, LLC filed a chapter 11 involuntary petition against
alleged Debtor HL Builders, LLC (Bankr. S.D. Tex. Case No.
19-32825) on May 20, 2019. HL Builders is a general contractor in
Houston, Texas.


HOLLEY PURCHASER: S&P Alters Outlook to Neg. & Affirms 'B-' ICR
---------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on Holley
Purchaser Inc. and revised the outlook to negative from stable.

"The negative outlook reflects a significant anticipated loss of
revenue and lower margins, at least in 2020, compared with our
prior base-case estimates and the potential for a reduction beyond
our current forecast. This stems from our view that demand for
Holley's discretionary products will fall significantly in the near
term as a result of the coronavirus pandemic. Although many of
Holley's products are installed by automotive enthusiasts at home,
we believe consumers will avoid nonessential upgrades to their
vehicles. We also fear some product channels such as Amazon.com
will be constrained as the online retailer focuses on stocking and
shipping nondiscretionary consumer products. Furthermore, we
believe a recession stemming from the pandemic could pressure
consumer discretionary demand and slow recovery once the virus is
contained. We believe these increasing risks will lower revenues
and margins this year," S&P said.

The negative outlook reflects increased risk that EBITDA could be
much worse than expectations, leading to leverage higher than
required by its covenants. It also reflects the risk cash flow will
remain negative for multiple quarters, hurting liquidity. This
could occur if sales and margins contract more than S&P's current
expectations for an extended period amid weaker consumer demand
resulting from COVID-19.

"We could lower our rating on Holley if EBITDA contracts
significantly so it cannot meet its financial covenants or
generates negative free operating cash flow (FOCF) for an extended
period, draining liquidity. This could occur amid weaker
discretionary consumer demand because of COVID-19 and a possible
recession," S&P said.

"We could revise our outlook on Holley if we believe it will
generate and sustain positive FOCF, and maintain at least 15%
cushion on its financial covenants based on our forecast. This
could occur if demand and margin impact from COVID-19 appear less
severe, allowing the company to continue generating positive FOCF,"
the rating agency said.


HOME CAPITAL: DBRS Hikes LongTerm Ratings to BB(High)
-----------------------------------------------------
DBRS Limited upgraded the long-term ratings of Home Capital Group
Inc. (HCG or the Group) to BB (high) from BB (low) and upgraded the
Group's short-term ratings to R-3 from R-4. DBRS Morningstar also
upgraded the long-term ratings of HCG's primary operating
subsidiary, Home Trust Company (HTC or the Trust Company), to BBB
(low) from BB and upgraded the Trust Company's short-term ratings
to R-2 (middle) from R-4. The trend for all ratings is Stable. The
Intrinsic Assessment (IA) for HTC was raised to BBB (low) from BB,
while its Support Assessment is SA1. HCG's Support Assessment is
SA3, and its Long-Term Issuer Rating is positioned one notch below
HTC's IA.

KEY RATING CONSIDERATIONS

The rating upgrade is a reflection of the continued positive
momentum of HCG's franchise and earnings. The Group's management
has begun to implement a viable strategic plan to move HCG forward,
while investments in technology will allow the Group to launch new
products and gain efficiencies. HCG has made significant strides in
regaining its position in the mortgage finance industry and
repairing relationships with brokers all while maintaining strong
asset quality. Furthermore, HCG continues to diversify its funding
sources and improve its liquidity position. However, DBRS
Morningstar notes that as the Group continues to rebuild, changing
dynamics in the Canadian mortgage market are making the industry
more competitive and putting pressure on margins.

RATING DRIVERS

An improvement in profitability metrics while maintaining a similar
risk profile could lead to positive rating actions. Moreover, an
increase in the proportion of stable-termed direct deposits and
further diversification of funding away from dependence on brokered
deposits would be viewed positively. Conversely, the ratings could
come under pressure should there be significant losses in the loan
portfolio as a result of unforeseen weakness in underwriting and/or
risk management. Furthermore, disproportionate growth in commercial
originations that would weaken HCG's risk profile could also have a
negative impact on the ratings, as would substantive funding
pressure caused by deposit outflows.

RATING RATIONALE

In 2019, HCG launched a multi-year strategic plan aimed at
defending its core market position while enhancing its various
technology systems in order to streamline operations and introduce
new products and revenues streams. The Group has successfully
repaired its relationships with mortgage brokers, which drove
stronger originations, allowing HCG to regain its leading position
in Canada's Alt-A mortgage market. The Group had lost its top
position in Q2 2017 due to a liquidity event that stemmed from a
crisis of investor confidence resulting from the Group's issues
with broker fraud. Although still not at their pre-crisis levels,
HCG's loans under administration and originations continue to grow,
reaching $23.0 billion and $5.7 billion as at YE2019,
respectively.

Earnings continued their positive trajectory in F2019, with the
Group reporting net income of $136 million, up 3% from F2018 as
higher revenue was met by increased spending on HCG's Ignite
Program, an investment to upgrade the Group's core banking system
and to add new digital tools. Indeed, net interest income was up
14% year over year (YOY) to $402 million as the net interest margin
improved by 19 basis points to 2.21%. Meanwhile, the efficiency
ratio slightly deteriorated to 55.0% in F2019 from 52.1% in F2018
partially due to costs associated with the Ignite Program, which
management expects the bulk of the investment to be completed by
2021, at which time the efficiency ratio is expected to revert back
to historical levels.

HCG's asset quality remained strong in 2019, with impaired
loans-to-gross loans at 0.58% as at December 31, 2019. Management
has diligently enhanced its risk policies and procedures in order
to maintain the Group's reputation for good underwriting, which
DBRS Morningstar believes is crucial as HCG solidifies its position
in the mortgage market and begins to implement its various growth
initiatives. The Canadian mortgage market continues to evolve with
the Office of the Superintendent of Financial Institutions
proposing changes to the B-20 mortgage underwriting guidelines'
stress tests. These proposals are expected to better align the
stress tests with current market rates and are expected to have a
marginal impact on HCG. Nevertheless, DBRS Morningstar is cognizant
that HCG could be more susceptible to a real estate market
correction than its large bank peers that have a more diversified
business model, as the bulk of the Group's retail credit risk lies
in mortgage lending within the riskier nonprime market segment.

The Group continues to be highly dependent on broker deposits,
which comprise 75% of its $13.7 billion total deposits as at
December 31, 2019, although this proportion is on the decline. HCG
is growing its direct-to-consumer channel through its Oaken
Financial offering, and as such, directly sourced deposits have
increased by 26% YOY to $3.4 billion. Additionally, in an effort to
further diversify funding, the Group launched a $425 million
private placement of residential mortgage-backed securities backed
by uninsured single-family mortgages and continues to utilize the
various securitization programs run by the federal Canada Mortgage
and Housing Corporation. Meanwhile, on balance sheet liquid assets
totaled $943 million versus $809 million in demand deposits as at
YE2019. In the aftermath of the 2017 crisis and the outflow of
broker-sourced demand deposits, HCG now limits demand deposits to a
level that is commensurate with its available liquidity.

Capitalization is strong with HTC's CET1 ratio at 17.6% as at
YE2019, implying a capital cushion of $813 million, which is more
than adequate to cover loan losses in the normal course of
business, in DBRS Morningstar's opinion. The CET1 ratio declined
from its YE2018 level of 18.9%, driven by higher risk-weighted
assets as well as HTC declaring a dividend to the Group to fund the
repurchase of common shares under the substantial issuer bid, which
totaled $150 million. During F2019, HCG renewed its normal course
issuer bid (NCIB) for the purchase for cancellation of up to
approximately 5.3 million common shares. HCG has subsequently
commenced common share repurchases under the renewed NCIB in Q1
2020. Additionally, no dividends were declared as the Group focuses
on organic growth.

The Grid Summary Grades for the Trust Company are as follows:
Franchise Strength – Moderate; Earnings Power – Moderate; Risk
Profile – Good/Moderate; Funding & Liquidity – Moderate; and
Capitalization – Moderate.

Notes: All figures are in Canadian dollars unless otherwise noted.


HORNBLOWER HOLDCO: S&P Lowers ICR to CCC+ on Suspended Operations
-----------------------------------------------------------------
S&P Global Ratings lowered the ratings on Hornblower HoldCo LLC,
including its issuer credit rating and secured debt ratings, to
'CCC+' from 'B'.

The downgrade reflects an anticipated loss of revenue and cash flow
that may be significant, at least in 2020, stemming from
restrictions on travel and public gatherings, and the temporary
suspension of most of Hornblower's operations in the face of the
coronavirus pandemic. Expanding travel restrictions, quarantines,
and a wave of public gathering closures and advisories make it
increasingly difficult, if not impossible, and less desirable for
consumers to travel and attend events, at least over the near term.
Furthermore, S&P believes that the U.S. is entering recession--if
it's not already in one--as a result of the COVID-19 pandemic that
could pressure consumer discretionary spending on travel and
events, as well as corporate spending on events. S&P's economists
expect that the sudden stop in consumer spending will last at least
through mid-May, maybe longer, and that people may be reluctant to
enter public spaces even after official restrictions are lifted.
S&P believes this would slow recovery once the virus is contained
and operations resume, particularly in the overnight cruises
segment (which accounts for around 24% of EBITDA) and the cruises
and events segment (around 28% of EBITDA).

"The developing outlook reflects our expectation that we could
lower the rating if we determine the company does not have
sufficient liquidity resources to fund a potential extended
suspension of operations or a weak recovery. The developing outlook
also reflects the possibility for us to raise the rating one notch
higher if we are confident that operations have resumed and
recovered sufficiently to comfortably fund fixed charges, or we
believe Hornblower has substantial additional external liquidity
support," S&P said.

S&P could lower the rating if it determines the company does not
have sufficient liquidity resources to fund a potential extended
suspension of operations or a weak recovery.

"We could raise the rating one notch if operations have resumed and
recovered to a level where the company could comfortably fund it
cash fixed charges. We could also raise the rating if we believe
the company has sufficient liquidity support to help fund any
potential liquidity shortfalls not met by internally generated
cash," the rating agency said.


HORNBLOWER SUB: Moody's Lowers CFR to B3 & Alters Outlook to Neg.
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Hornblower Sub,
LLC including its Corporate Family Rating to B3, Probability of
Default Rating to B3-PD, and senior secured rating to B3. The
outlook is negative.

"Travel restrictions and limitations on public gatherings have led
to Hornblower suspending operations of multiple segments of its
business which will lead to a material reduction in earnings in
2020 and leverage well above our debt/EBITDA downgrade factor of
5.5x," stated Pete Trombetta, Moody's lodging and cruise analyst.
"An extended shutdown of its Statue of Liberty/Ellis Island and
Alcatraz Island concessions could lead to the need for covenant
relief over the next two quarters," added Trombetta.

Downgrades:

Issuer: Hornblower Sub, LLC

  Corporate Family Rating, Downgraded to B3 from B2

  Probability of Default Rating, Downgraded to B3-PD from B2-PD

  Gtd Senior Secured 1st Lien Revolving Credit Facility,
  Downgraded to B3 (LGD4) from B2 (LGD4)

  Gtd Senior Secured 1st Lien Term Loan, Downgraded to B3 (LGD4)
  from B2 (LGD4)

Outlook Actions:

Issuer: Hornblower Sub, LLC

  Outlook, Changed To Negative From Positive

RATINGS RATIONALE

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The cruise and
entertainment sector has been one of the sectors most significantly
affected by the shock given its sensitivity to consumer demand and
sentiment. More specifically, the weaknesses in Hornblower's credit
profile, including its exposure to increased travel restrictions
and limitations on public gatherings have left it vulnerable to
shifts in market sentiment in these unprecedented operating
conditions and Hornblower remains vulnerable to the outbreak
continuing to spread. Moody's regards the coronavirus outbreak as a
social risk under its ESG framework, given the substantial
implications for public health and safety. The action reflects the
impact on Hornblower of the breadth and severity of the shock, and
the broad deterioration in credit quality it has triggered.

Hornblower's credit profile is constrained by Moody's forecast that
leverage will exceed 7.0x in 2020 due to the impact from the spread
of COVID-19 that has forced Hornblower to suspend operations in
most of its business segments. As of this writing, the company has
suspended its overnight cruise business for 30 days and its
cruise/events segment while there are limitations on public
gatherings and travel restrictions. The National Park Service shut
down the Statue of Liberty/Ellis Island and Alcatraz Island. The
company's credit profile also reflects its small scale in terms of
absolute level of earnings, integration risk as the company doubled
the size of its fleet through fleet additions and three
acquisitions in 2019, and the company's earnings concentration in
its concessions segment. Although improved following the
Entertainment Cruises acquisition, the company's concession segment
-- which includes Alcatraz Cruises, Statue Cruises, Niagara Cruises
and the NYC Ferry -- under normal operating conditions accounts for
more than 40% of earnings in 2020. The Statue of Liberty/Ellis
Island concession is currently up for renewal, and the loss of this
contract would have a negative impact on operations at least in the
short term while the company redeployed the ships. The company
benefits from the exclusive nature of multiyear contracts to
operate ferry transportation services at two National Park Service
locations (Alcatraz and Statue of Liberty/Ellis Island) and the
Canadian side of the Niagara Falls for the Niagara Parks
Commission. The company is also the exclusive operator of the new
NYC Ferry system which serviced about 6.3 million passengers in
calendar year 2019. The company recently began operating under a
new contract for its Alcatraz concession that runs through 2034.

The negative outlook reflects Moody's expectation that the
company's business will continue to be negatively impacted over at
least the next two months that could cause covenant issues in the
second or third quarter.

The company's ratings could be downgraded if debt/EBITDA were to
remain above 6.5x or EBITA/interest expense was below 1.0x on a
sustained basis. Any deterioration in liquidity including
difficulty in obtaining covenant relief if needed, would also cause
negative ratings pressure. Positive rating action is unlikely in
the near term given the negative outlook but the outlook could be
revised to stable if the company's operations return to a more
normalized level and covenant relief was obtained if necessary.
Ratings could be upgraded in the future if debt/EBITDA improves to
below 5.5x and EBITDA/interest expense above 2.0x.

Through its various subsidiaries, Hornblower Holdco is a
concessioner of ferry transportation services to the National Park
Service for Alcatraz Island and the Statue of Liberty/Ellis Island
and the Niagara Parks Commission for the Canadian side of Niagara
Falls, and is the exclusive operator of the NYC Ferry system. The
company also provides cruises & events service in 11 markets in the
US, Canada and the UK, operates overnight cruises on the
Mississippi River, the Pacific Northwest, and the Great Lakes, as
well as provides maritime operations and management services to
public and private clients. The company, which is headquartered in
San Francisco, California, is expected to generate annual pro forma
2019 gross revenues of about $775 million and does not file public
financials.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.


HUTCHINSON REGIONAL: Moody's Cuts Rating on $35MM Debt to Ba1
-------------------------------------------------------------
Moody's Investors Service has downgraded Hutchinson Regional
Medical Center, Inc. to Ba1 from Baa3, affecting approximately $35
million of rated debt. The outlook has been revised to stable from
negative.

RATINGS RATIONALE

The downgrade from Baa3 to Ba1 reflects two years of significant
margin decline and continuing challenges to operating performance
driven by declining inpatient volumes and material competition for
profitable outpatient volumes from a multi-specialty physician
group. Key management initiatives surrounding physician recruitment
and revenue cycle productivity will be instrumental to sustaining
recent margin improvement exhibited in the first half of fiscal
2020. Operating headwinds will include outpatient volume declines,
revenue cycle instability following a recent IT upgrade,
reimbursement pressures from one dominant commercial payor, and a
high reliance on government payors. In addition, Moody's regards
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.

Favorably, the system will maintain a distinctly leading market
position in the Reno county service area which will provide some
volume support and help to mitigate HRMC's smaller enterprise base.
The system's excellent liquidity position will provide cushion as
management endeavors to stabilize volumes.

RATING OUTLOOK

The stable outlook incorporates the expectation that HRMC's
operating performance improvement exhibited through six months
fiscal 2020 will be sustained given the hospital's favorable market
position. The outlook also assumes balance sheet strength will be
sustained and leverage will not increase.

Given the current coronavirus outbreak, there is a high degree of
uncertainty given a rapidly changing situation. Therefore, risk
that the outbreak will be prolonged and the economic fallout will
be more severe is elevated. Depending on how HRMC is affected, this
could result in further downward pressure on the rating.

FACTORS THAT COULD LEAD TO AN UPGRADE

- Material enterprise growth and revenue diversification

- Sustained levels of very good operating performance

- Continued balance sheet strength and liquidity

FACTORS THAT COULD LEAD TO A DOWNGRADE

- Inability to sustain operating performance improvement as
exhibited in the first half of fiscal 2020

- Material cash flow issues or loss in liquidity related to further
accounts receivable instability

- Significant decline in balance sheet measures or additional
financial leverage that dilutes metrics

- Reduction in headroom to debt covenants

- Unexpected high level of operating disruption associated with
coronavirus cases or much more severe downturn in the economy

LEGAL SECURITY

The bonds are secured by a pledge of gross revenues; no mortgages
are given. Additional indebtedness is permitted under certain
conditions. Legal covenants include 60 days cash on hand and 1.20
times debt service coverage ratio measured annually.

PROFILE

Hutchinson Regional Medical Center, Inc. is a 501 (c)(3)
199-licensed bed hospital located in Hutchinson, Kansas. The
hospital offers an array of healthcare services, including Level 3
Trauma, cardiology services, oncology and cancer services, labor
and delivery, wound care, and sleep services.

METHODOLOGY

The principal methodology used in these ratings was Not-For-Profit
Healthcare published in December 2018.


INFOGROUP INC: Moody's Lowers CFR to Caa1, Outlook Remains Negative
-------------------------------------------------------------------
Moody's Investors Service downgraded Infogroup Inc.'s Corporate
Family Rating to Caa1 from B3 and Probability of Default Rating to
Caa1-PD from B3- PD. Moody's also downgraded the rating for the
company's first lien senior secured credit facilities to B3 from
B2. The rating outlook remains negative.

"The downgrade reflects the company's continued weak operating
performance with earnings declines in 2019 and Moody's expectation
that operating performance will remain challenged over the next 12
to 18 months because of competitive pressures and cutbacks in
marketing services related to the economic drag from the
coronavirus outbreak. Moody's adjusted debt-to-EBITDA has risen to
about 7.0x (after expensing software development costs) for the LTM
period ended December 31, 2019, up from 6.7x as of the last ratings
action a year prior. Leverage is high relative to the company's
valuation." said Joanna Zeng O'Brien, Moody's lead analyst for
Infogroup.

The negative outlook reflects the challenges to turn around the
operating declines with limited financial flexibility to invest for
future growth to stay competitive, liquidity pressure that could
build from weak projected free cash flow and the covenant step down
at March 31, 2020, as well as the current uncertain economic
environment due to the coronavirus. Liquidity would also weaken if
the company is unable to proactively refinance the revolver that
expires in March 2022.

Moody's took the following ratings actions:

Issuer: Infogroup Inc.

  Corporate Family Rating, downgraded to Caa1 from B3

  Probability of Default Rating, downgraded to Caa1-PD from B3-PD

  Senior Secured First Lien Revolving Credit Facility, downgraded
  to B3 (LGD3) from B2 (LGD3)

  Senior Secured First Lien Term Loan, downgraded to B3 (LGD3)
  from B2 (LGD3)

Outlook Actions:

  Outlook, remains Negative

RATINGS RATIONALE

Infogroup's Caa1 CFR broadly reflects its high leverage with
debt-to-EBITDA of about 7.0x (year-end 2019 incorporating Moody's
standard adjustments and after deducting capitalized software
development cost) due to the continued earnings decline in 2019.
The marketing services industry is competitive and evolving rapidly
because of technology developments and the shift to digital
marketing. Infogroup's continued weak operating performance since
its LBO transaction in March 2017 despite a growing advertising
market indicates challenges maintaining a competitive service
offering. High financial leverage limits its ability and
flexibility to invest to turn around the business. The rating is
also constrained by the company's very modest scale, exposure to
cyclical trends in marketing spending, and event and financial
policy risk due to private equity ownership. However, the rating is
supported by the recurring nature of its multi-year data contracts
that accounts for about 60% of revenue, broad proprietary business
and consumer database capabilities, as well as a diversified
customers base.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The marketing
services sector has been significantly affected by the shock given
its sensitivity to consumer demand and sentiment. More
specifically, the weaknesses in Infogroup's credit profile,
including its exposure to cyclical marketing spending have left it
vulnerable to shifts in market sentiment in these unprecedented
operating conditions and the company remains vulnerable to the
outbreak continuing to spread. Moody's regards the coronavirus
outbreak as a social risk under its ESG framework, given the
substantial implications for public health and safety. The action
in part reflects the impact on Infogroup of the breadth and
severity of the shock, and the broad deterioration in credit
quality it has triggered.

The ratings could be downgraded if there is continued revenue and
earnings declines or if there is deterioration in liquidity
including increasing revolver usage or elevated risk of a violation
of its first lien maintenance covenant.

The ratings could be upgraded if the company delivers sustained
revenue and earnings growth with Moody's adjusted debt-to-EBITDA
sustained below 6.0x and good liquidity.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

Infogroup is a provider of proprietary business and consumer data
and multi-channel marketing solutions to enterprise and SMB
customers. The company helps its clients to acquire new customers
and retain existing customers through a wide range of traditional
and digital marketing solutions including email, data processing,
digital display, data and database services. Since April 2017,
Infogroup has been owned by private equity sponsor Court Square
Capital Partners. Revenue for 2019 was about $317 million.


INTEGER HOLDINGS: S&P Affirms 'B+' ICR; Outlook Stays Positive
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on
Integer Holdings Corp. and 'B+' issue-level rating on its senior
secured credit facilities, with a '3' recovery rating.

The rating affirmation and the positive outlook reflect the
company's increased capacity to weather headwinds and maintain its
long-term adjusted leverage ratio below 3.5x in 2020-2021.  
Integer reduced its leverage to 3.2x in 2019 from 3.8x the previous
year by expanding adjusted EBITDA by about $20 million and reducing
adjusted debt by more than $100 million. The company's 2019 free
cash flow generation of $117 million exceeded S&P's forecast
despite headwinds faced in the second half of the year related to a
bankruptcy filed by one of its customers and a slowdown in demand
in neuro-modulation segment.

"Adjusted debt to EBITDA has dropped below our 3.5x threshold for
an upgrade and we believe the company is intending to maintain its
adjusted leverage below 3.5x. This could lead to a higher rating in
the next 12 months if Integer's adjusted-leverage ratio remains
below 3.5x and cash flow generation remains solid, despite the
potential impact from the coronavirus pandemic. We believe the
prolonged global quarantine measures related to the virus could
materially reduce elective medical procedures volumes (including
non-urgent cardio procedures) and the subsequent demand for medical
devices. Given the prevailing uncertainty, our updated base case
does not incorporate a specific scenario related to the coronavirus
impact. However, we believe the company's product portfolio, which
is primarily related to non-elective procedures, should mitigate
the fallout of the current global quarantine measures on the
company's revenue stream," S&P said.

The positive outlook reflects a chance for an upgrade, if the
company continues to maintain leverage below 3.5x and generates
solid cash flows amid potential prolonged global quarantine
measures related to coronavirus and their impact on the company's
revenues.

"We could consider revising the outlook to stable from positive if
the company's financial policy turns out to be more aggressive than
we expect, or if the company's performance weakens due to a
downturn, resulting in sustained leverage exceeding 3.5x. Such a
scenario could materialize if the company's EBITDA margins erode by
more than 200 basis points (bps)," S&P said.

"Over the next 18 months, we could raise the rating to 'BB-' if the
company can keep leverage at less than 3.5x, its free operating
cash flow (FOCF)-to-debt ratio at least at 12%, and the uncertainty
regarding COVID-19 dissipates," the ratings agency said.


INTERNATIONAL WIRE: S&P Downgrades ICR to 'CCC'; Outlook Negative
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
U.S.-based wire producer International Wire Group Holdings Inc.
(IWG) and issue ratings on its $260 million senior secured notes to
'CCC' from 'B-'. The '3' recovery rating is unchanged.

The time to maturity on IWG's debt is 12 to 18 months and the
senior secured notes are trading at a discount.

"The downgrade reflects our view that IWG is at a heightened risk
of refinancing its debt or effecting a distressed exchange leading
up to its 2021 maturities. Over the coming 12 to 18 months, the
company's $125 million revolving credit facility and the
outstanding $78 million of senior secured notes will be coming due.
The notes are trading at about a 15% discount to par. We believe
that given the currently difficult credit market conditions, which
could limit IWG's access to financing, the company could pursue a
de facto restructuring of its debt in the next 12 months," S&P
said.

The negative outlook indicates S&P could lower the rating on IWG in
the coming six to 12 months if it does not refinance its RCF (due
April 2021) and its senior secured notes (due August 2021). S&P
could also lower the rating if the company's liquidity position
deteriorates or if the company undertakes any action the rating
agency considers to be a default, such as a debt restructuring or
bond buyback below par.

"We could lower the rating on IWG if the company does not address
its debt maturities and we believe a default, distressed exchange,
or discounted repurchase appears to be likely within six months,"
S&P said.

"We could raise the rating to 'B-' if the company refinances its
upcoming maturities and puts in place a sustainable pro forma
capital structure, with debt leverage around 5x-6x," the rating
agency said.


J.E.L. SITE: CAT's $60K Sale of Track Type Tractor Approved
-----------------------------------------------------------
Judge Cynthia C. Jackson of the U.S. Bankruptcy Court for the
Middle District of Florida authorized Caterpillar Financial
Services Corp., creditor of J.E.L. Site Development, Inc., to sell
the Caterpillar D5K2LGP Track Type Tractor, Serial No. KY200760,
for $60,000, nunc pro tunc to Nov. 12, 2019.

The Debtor is authorized to hire Ritchie Brothers to auction off
the Track Type Tractor, free and clear of all liens, claims, and
encumbrances.

Ritchie Brothers is directed to remit 100% of the net sale proceeds
from the Track Type Tractor to Creditor Caterpillar in partial
satisfaction of its secured claim.

A copy of the Agreement is available at https://tinyurl.com/sg6e2wc
from PacerMonitor.com free of charge.

                About J.E.L. Site Development

J.E.L. Site Development, Inc. -- http://www.jelsite.com/-- is a
family-owned construction company in Winter Park, Fla.  It also
provides in-house digitized estimates, earthwork, demolition, fire
protection, asphalt paving, clearing and grubbing, grading,
building pads, base work, pond excavation, portable water systems,
sanitary sewer systems, storm sewer systems, and silt fence
installation and erosion control services.

J.E.L. Site Development sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-05398) on Aug. 16,
2019.  At the time of the filing, the Debtor was estimated to have
assets of less than $50,000 and liabilities between $1 million and
$10 million.  The case is assigned to Judge Cynthia C. Jackson.
BransonLaw PLLC is the Debtor's counsel.


JAGUAR HEALTH: Seeks OK to Use Crofelemer for COVID-19 Symptoms
---------------------------------------------------------------
Jaguar Health, Inc. submitted a request to the U.S. Food and Drug
Administration (FDA) for Emergency Use Authorization for crofelemer
(Mytesi) for the symptomatic relief of diarrhea and other
gastrointestinal symptoms in patients with COVID-19 and for
patients with COVID-19 who have diarrhea associated with certain
antiviral treatments.  The American College of Gastroenterology, a
medical association that represents thousands of
gastroenterologists from around the world that has been studying
coronavirus cases, found that coronavirus may present with not only
respiratory symptoms, but also with diarrhea.

                       About Jaguar Health

Jaguar Health, Inc. -- http://www.jaguar.health/-- is a commercial
stage pharmaceuticals company focused on developing novel,
sustainably derived gastrointestinal products on a global basis.
Its wholly-owned subsidiary, Napo Pharmaceuticals, Inc., focuses on
developing and commercializing proprietary human gastrointestinal
pharmaceuticals for the global marketplace from plants used
traditionally in rainforest areas.  Jaguar Health's principal
executive offices are located in San Francisco, California.

Jaguar Health reported a net loss of $32.14 million for the year
ended Dec. 31, 2018, compared to a net loss of $21.96 million for
the year ended Dec. 31, 2017.  As of Sept. 30, 2019, the Company
had $35.63 million in total assets, $15.25 million in total
liabilities, $9 million in series A convertible preferred stock,
and total stockholders' equity of $11.38 million.

BDO USA, LLP, in San Francisco, California, the Company's auditor
since 2013, issued a "going concern" opinion in its report dated
April 10, 2019, on the Company's consolidated financial statements
for the year ended Dec. 31, 2018, citing that the Company has
suffered recurring losses from operations and an accumulated
deficit that raise substantial doubt about its ability to continue
as a going concern.


JDFIU HOGAN: Seeks to Employ Spector & Cox as Counsel
-----------------------------------------------------
JDFIU Hogan Building, LLC, seeks approval from the Bankruptcy Court
for the Northern District of Texas to employ and retain Spector &
Cox, PLLC as its counsel.

The firm will render these professional services to the Debtor:  

  (a) providing legal advice with respect to its powers and duties
as debtor- in-possession;

  (b) preparing and pursuing confirmation of a plan and approval of
a disclosure statement;

  (c) preparing on behalf of the Debtor necessary applications,
motions, answers, orders, reports and other legal papers;

  (d) appearing in Court and protecting the interests of the Debtor
before the Court; and

  (e) performing all other legal services for the Debtor which may
be necessary and proper in these proceedings.

Spector & Cox will be paid on an hourly basis, plus reimbursement
of actual, necessary expenses and other charges incurred.  The
hourly rate of Howard Marc Spector, member-manager, is $375 per
hour, while that of another member, Sarah Cox, is $325.
Paralegals' hourly rate is $105 per hour.  Prior to the Petition
Date, the Debtor paid the firm $22,000 as a retainer.

Mr. Spector disclosed that the firm does not hold or represent any
interest adverse to the Debtor's estate, and that the firm is a
"disinterested person" as that phrase is defined in Section 101(14)
of the Bankruptcy Code.

                About JDFIU Hogan Building

JDFIU Hogan Building, LLC, is a Single Asset Real Estate debtor (as
defined in 11 U.S.C. Section 101(51B)).  The company filed a
Chapter 11 petition (Bankr. N.D. Tex. Case No. 20-30385) on Feb. 3,
2020.  In the petition signed by Bryan Korba, manager, the Debtor
was estimated to have between $1 million and $10 million in both
assets and liabilities.  Spector & Cox, PLLC, is the Debtor's
counsel.


JO-ANN STORES: S&P Downgrades ICR to 'CCC'; Outlook Negative
------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Hudson,
Ohio-based fabric and crafts retailer Jo-Ann Stores Holdings Inc.
(Jo-Ann) to 'CCC' from 'B-'.

At the same time, S&P lowered its issue-level rating on the
company's first-lien secured credit facility to 'CCC' from 'B-'.
The '3' recovery rating is unchanged. S&P also lowered its
issue-level rating on the company's second-lien term loan to 'CC'
from 'CCC'. The '6' recovery rating is unchanged.

"Recent developments surrounding the coronavirus outbreak are
troubling, and we anticipate significant impact to Jo-Ann's
business.  While it is difficult to assess the full impact of the
coronavirus outbreak, we expect revenues to be pressured for at
least a full quarter. Jo-Ann has been forced by U.S. governing
bodies to temporarily shut over 45 stores, and more closures are
likely. At stores that remain open, we expect steep traffic
declines in the double-digit percent area in the coming weeks as
consumers practice social distancing. The business is already
strained by tariff-related cost pressures, as well as competitive
forces. A small 10%-12% online presence is not enough to withstand
this pressure, in our view. Following a resolution to the pandemic,
we expect a protracted return to normalcy, which could jeopardize
the company's ability to meet its financial commitments," S&P
said.

The negative outlook on Jo-Ann reflects S&P's view that the company
could pursue a restructuring in the next 12 months. The outlook
considers the rating agency's expectation for sharp revenue
declines as a result of the coronavirus outbreak.

"We could lower the rating if we expect a specific default scenario
to occur within six months. This could include a near-term
liquidity crisis as a result of continued pandemic-related
pressures," S&P said.

"We could raise the rating if we believe there is no clear path to
default after pandemic-related pressures subside and Jo-Ann
successfully extends its ABL revolver. For an upgrade, we would
also need to believe the prospects for future below-par repurchases
of debt are unlikely," the rating agency said.



JOHNS MANVILLE: Pa. High Court Wants New Trial on Apportionment
---------------------------------------------------------------
In the appeals case captioned WILLIAM C. ROVERANO AND JACQUELINE
ROVERANO, H/W, Appellants, v. JOHN CRANE, INC. AND BRAND
INSULATIONS, INC., Appellees. WILLIAM ROVERANO, Appellant, v. JOHN
CRANE, INC., Appellee, Nos. 26 EAP 2018, 27 EAP 2018 (Pa.), the
Supreme Court of Pennsylvania considered whether the Fair Share
Act, 42 Pa.C.S. section 7102, requires a factfinder to apportion
liability on a percentage, as opposed to per capita, basis in
strict liability asbestos actions. Upon analysis, the High Court
reverses in part and affirms in part a Superior Court order. The
case is remanded to the trial court for further proceedings.

William Roverano was exposed to a variety of asbestos products from
1971 to 1981 in the course of his employment as a helper and a
carpenter with PECO Energy Company. Additionally, he smoked
cigarettes for approximately 30 years until 1997. In November 2013,
Mr. Roverano was diagnosed with lung cancer in both lungs.

On March 10, 2014, Mr. Roverano brought a strict liability lawsuit
against 30 defendants, including John Crane, Inc. (Crane) and Brand
Insulations, Inc. (Brand), asserting that exposure to their
asbestos products caused his lung cancer. His wife, Jacqueline
Roverano, also advanced a loss of consortium claim. Additionally,
on January 7, 2016, Crane filed a joinder complaint against
Johns-Manville/Manville Personal Injury Trust.

Before trial, several defendants, including Crane and Brand, filed
a motion in limine seeking a ruling that the Fair Share Act, 42
Pa.C.S. section 7102, applied to asbestos cases. The defendants
asserted the Fair Share Act required the jury to allocate liability
to each defendant depending upon what percentage of the total harm
to Mr. Roverano each asbestos product caused. The trial court
denied the motion in limine, concluding that asbestos exposure
cannot be quantified. Instead, the trial court held it would
apportion liability on a per capita basis, consistent with the
Court's decision in Baker v. AC&S, 755 A.2d 664. In its Pa.R.A.P.
1925(a) opinion, the trial court explained there was no evidence
upon which the jury could apportion liability.

Reviewing the facts and evidence presented, the Pennsylvania
Supreme Court holds that the Superior Court's interpretation of the
Act as directing the jury to engage in percentage apportionment of
liability in strict liability asbestos cases in the same manner it
would in a negligence action is flawed. Under the Statutory
Construction Act, "an implication alone cannot be interpreted as
abrogating existing law. The legislature must affirmatively repeal
existing law or specifically preempt accepted common law for prior
law to be disregarded."

The plain language of the Fair Share Act does not "specifically
preempt" the common law holding that damages in strict liability
actions must be apportioned equally among defendants.

The Superior Court determined that because the statute is silent as
to how to calculate the ratio for all tort cases, including strict
liability, the statute is ambiguous on the issue of calculating
allocations. Further, the Superior Court concluded that because
Section 7102(a.1)(1) specifically incorporated strict liability
joint tortfeasors in the same liability allocation section as
negligent joint tortfeasors, the legislature intended for liability
to be allocated in the same manner for both strict liability and
negligence cases.

The Pennsylvania Supreme Court disagrees. While such inclusion
reflects an intention to subject defendants deemed liable in both
negligence cases and strict liability cases to apportionment on a
several but not joint basis in accordance with the "ratio" of their
liability to the whole of the damages, it does not follow that the
determination of such ratio was intended to be upon the same basis
for both types of cases.  According to the High Court, Section
7102(a.1)(1) nowhere defines or explains upon what basis a jury
must determine the "proportion" or "ratio" of an individual
defendant. However, under pre-existing settled law, the
apportionment of liability among multiple defendants in negligence
cases and multiple defendants in strict liability cases has been
understood as distinct.

The plain language of the Fair Share Act indicates that liability
is apportioned equally among strictly liable joint tortfeasors, and
the Pennsylvania Supreme Court reverses the Superior Court.

The Pennsylvania Supreme Court also considered whether the Fair
Share Act requires that the jury consider evidence of settlements
with bankrupt entities when apportioning liability under Section
7102(a.2).

Upon review, the Supreme Court concludes that bankruptcy trusts
that are joined as third-party defendants or that have entered into
a release with the plaintiff may be included on the verdict sheet
upon submission of "appropriate requests and proofs." Because the
trial court incorrectly excluded all such entities, the case must
be remanded for a new trial on apportionment.

In his concurring opinion, Justice David Wecht agrees with the
majority that nothing in the Fair Share Act, 42 Pa.C.S. section
7102 signals the General Assembly's intent to displace the
fundamental principle that one cannot apportion financial
responsibility disparately among defendants when they are found
strictly liable rather than negligent, but rather must allocate
liability per capita. The only coherent way to assign unequal
shares of liability among multiple defendants is to assess relative
blameworthiness, and that leads inevitably to considerations
indistinguishable from fault, he said.

He also joins the majority's determination that the Superior Court
correctly concluded that settling bankruptcy trusts must be
included on the verdict sheet so that the jury may determine their
factual liability in furtherance of a fair (per capita) allocation
of liability among responsible parties.

In addition, he agrees with the Majority that FSA section 7102(a.2)
requires "appropriate requests and proofs" of liability before a
settling bankruptcy trust may be submitted to a jury for purposes
of apportionment, and only upon such submissions may a jury be
allowed to determine whether a settling party was liable for the
plaintiff's harm.

A copy of the Court's Opinion dated Feb. 19, 2019 is available at
https://bit.ly/3ae820H from Leagle.com.

Michael A. Rowe -- marowe@nasscancelliere.com -- Nass Cancelliere
Brenner, for William C. Roverano and Jacqueline Roverano,
Appellant.

Edward M. Nass -- emnass@nasscancelliere.com -- Nass Cancelliere
Brenner, for William C. Roverano and Jacqueline Roverano,
Appellant.

Charles Lyman Becker , Appeals and Litigation Department, City of
Philadelphia Law Department Kline & Specter PC, for Pennsylvania
Association for Justice, Appellant Amicus Curiae.

Jeffrey White , for American Association for Justice, Appellant
Amicus Curiae.

Ruxandra Maniu Laidacker , The Criminal Appeals, Kline & Specter
PC, for Pennsylvania Association for Justice, Appellant Amicus
Curiae.

William Rudolph Adams -- wadams@dmclaw.com  -- Dickie, McCamey &
Chilcote, P.C., for John Crane, Inc., Appellee.

Robert L. Byer -- rlbyer@duanemorris.com -- Duane Morris LLP for
Brand Insulations, Inc., Appellee.

Theresa A. Langschultz -- talangschultz@duanemorris.com -- Duane
Morris LLP, for Brand Insulations, Inc., Appellee.

Alyson Walker Lotman -- awlotman@duanemorris.com -- Duane Morris
LLP, for Brand Insulations, Inc., Appellee.

Michael C. McCutcheon , Pro Hac Vice Baker & McKenzie LLP, for John
Crane, Inc., Appellee.

                    About Johns-Manville

Johns-Manville Corp. was, by most sources, the largest manufacturer
of asbestos-containing products and the largest supplier of raw
asbestos in the United States from the 1920s until the 1970s.
Manville sold raw asbestos to manufacturers of asbestos-based
products in 58 countries and distributed its own asbestos-based
products "across the entire spectrum of industries  and employment
categories subject to asbestos exposure."

As a result of studies linking asbestos with respiratory disease,
Manville became the target of a growing number of products
liability lawsuits in the 1960s and 1970s. Buckling under the
weight of its asbestos liability, Manville filed for Chapter 11
protection on August 26, 1982, before Judge Burton Lifland.

To avoid the uncertainty of insurance litigation and to fund its
plan of reorganization, Manville sought to settle its insurance
claims. Manville obtained in excess of $850,000,000 from
settlements with its insurers.  The U.S. Bankruptcy Court for the
Southern District of New York entered an order confirming the
Debtors' Second Amended and Restated Plan of Reorganization on Dec.
22, 1986.


JTS TRUCKING: Seeks to Hire Harry P. Long as Counsel
----------------------------------------------------
JTS Trucking LLC seeks authority from the US Bankruptcy Court for
the Northern District of Alabama to hire the Law Office of Harry P.
Long, LLC, as its counsel.

Professional services to be rendered by the counsel are:

     a. give the Debtor legal advice with respect to its powers and
duties as Debtor-in-Possession;

     b. negotiate and formulate a plan of arrangement under Chapter
11 which will be acceptable to its creditors and equity security
holders;

     c. deal with secured lien claimants regarding arrangements for
payment of its debts and, if appropriate, contesting the validity
of same;

     d. prepare the necessary petition, answers, orders, reports
and other legal papers; and

     e. provide other services which may be necessary.

The counsel received $12,500 as retainer.

Harry P. Long, Esq. will charge $400 per hour for his services.

Mr. Long asures the court that the firm is a disinterested person
as that term is defined in sec. 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Harry P. Long, Esq.
     The Law Offices of Harry P. Long, LLC
     P.O. Box 1468
     Anniston, AL 36202
     Phone: 256-237-3266
     Email: hlonglegal8@gmail.com

                  About JTS Trucking LLC

JTS Trucking LLC sought protection under Chapter 11 of the
Bankruptcy Court (Bankr. N.D. Ala. Case No. 20-40423) on March 6,
2020, listing under $1 million in both assets and liabilities.
Harry P. Long, Esq. at the Law Offices of Harry P. Long, LLC,
serves as the Debtor's counsel.


KOSMOS ENERGY: Moody's Lowers CFR to B2 & Sr. Unsec. Rating to Caa1
-------------------------------------------------------------------
Moody's Investors Service downgraded Kosmos Energy Ltd.'s Corporate
Family Rating to B2 from B1, Probability of Default Rating to B2-PD
from B1-PD, and senior unsecured notes to Caa1 from B2. The
Speculative Grade Liquidity Rating was downgraded to SGL-3 from
SGL-2.

"Sharply lower commodity prices will challenge Kosmos Energy'
profitability and financial flexibility keeping leverage high and
delaying its growth initiatives," said Sajjad Alam, Moody's Senior
Analyst. "The negative actions reflect Moody's expectation of low
and volatile crude oil prices, weaker cash flow generation and the
risks of further degradation in credit metrics due to weak industry
and capital market conditions."

Issuer: Kosmos Energy Ltd.

Ratings downgraded:

Corporate Family Rating, Downgraded to B2 from B1

Probability of Default Rating, Downgraded to B2-PD from B1-PD

Senior Unsecured Notes, Downgraded to Caa1 (LGD5) from B2 (LGD5)

Speculative Grade Liquidity, Downgraded to SGL-3 from SGL-2

Outlook Action:

Changed Outlook to Negative from Positive

RATINGS RATIONALE

While Kosmos Energy has announced several initiatives to counter
recent adverse macro developments, including eliminating $100
million of capex, suspending $75 million in annual dividends and
slashing operating and SG&A costs by over $60 million, the company
will have a limited amount of free cash flow in 2020 despite having
significant hedge protection. If prices remain depressed going into
2021, the company will need to make additional adjustments to
protect its credit metrics. The company is also facing the risk
that the borrowing base of its $1.6 RBL facility could be cut
during the next redetermination date significantly eroding its
liquidity cushion. Management remains committed to selling down 20%
interest in the Tortue LNG project, which if successful, would
strengthen liquidity and help reduce leverage.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. More specifically,
the weaknesses in Kosmos Energy's credit profile have left it
vulnerable to shifts in market sentiment in these unprecedented
operating conditions and the company remains vulnerable to the
outbreak continuing to spread and oil prices remaining weak.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. The action reflects the impact on Kosmos Energy of the
breadth and severity of the oil demand and supply shocks, the broad
deterioration in credit quality it has triggered.

Kosmos Energy has adequate liquidity, which is reflected in the
SGL-3 rating. The company had $233 million in unrestricted cash and
$600 million of combined availability under its $400 million
corporate revolver and $1.6 billion RBL facility as of December 31,
2019. Moody's expects the company to generate breakeven cash flow
in 2020 based on its reduced capital expenditure guidance and
decision to suspend dividends. The company routinely hedges a
substantial portion of its forward production and had downside
price protection for roughly 60% of its projected production for
2020. The company does not have any near-term maturities. The $400
million corporate revolver expires on May 31, 2022, while the $1.6
facility has a final maturity date of March 31, 2025. There is
ample headroom under the interest coverage covenant although the
leverage covenant has limited cushion and will continue to tighten
if prices don't bounce back by 2021.

Kosmos Energy's B2 CFR is supported by its high-quality offshore
assets in West Africa and the US Gulf of Mexico, geographic
diversification, a well-established track record of organic as well
as acquisition driven growth and a visible pipeline of low risk
growth projects. The company has a relatively low cost structure,
an oil-weighted production profile and a low natural decline rate.
Kosmos Energy's ratings are constrained by its smaller production
and reserves relative to higher rated E&P companies, deepwater
focused operations that tend to present greater technical,
geological and logistical challenges compared to onshore
operations, high financial leverage, significant capital and
execution risks over the next several years around the planned
growth, and ongoing exposure to high risk / high reward type
exploration activities.

The $650 million 2026 notes are rated Caa1, two notches below the
B2 CFR, given their unsecured claim to the company's assets as well
as their subordinated position to the $1.6 billion reserve-based
lending revolving credit facility with regards to a substantial
portion of the company's producing assets in West Africa.

The CFR could be downgraded if the borrowing base of the RBL
facility is materially reduced creating a liquidity crunch, the
company produces large negative free cash flow or the RCF/debt
ratio falls below 10%. The CFR could be upgraded if the company can
reduce leverage and sustain the debt/average daily production below
26,000/boe and the RCF/debt ratio above 20% while maintaining good
liquidity.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Kosmos Energy Ltd. is a Dallas, Texas based publicly traded
exploration and production company with assets in offshore West
Africa and the US Gulf of Mexico.


LIBBEY INC: S&P Downgrades ICR to 'CCC'; Outlook Negative
---------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on U.S.–based
Libbey Inc. to 'CCC' from 'B-' to reflect its constrained liquidity
and the reduced likelihood that it will refinance its term loan in
the near term due to market uncertainty.

At the same time, S&P lowered its issue-level rating on the
company's senior secured term loan to 'CCC' from 'B-'. The rating
agency revised its recovery rating on the loan to '4' from '3'. The
'4' recovery rating indicates S&P's expectation for average
(30%-50%; rounded estimate: 45%) recovery in the event of a payment
default

The company's liquidity will be constrained as its maturities
become current and its risk of default increases.  The downgrade
reflects Libbey's constrained liquidity position and heightened
refinancing risk. S&P no longer expects the company to be able to
address its upcoming term loan B maturity before it becomes current
on April 9, 2020, due to market volatility stemming from the spread
of the coronavirus. Therefore, S&P believes the company's liquidity
position has become constrained. This leads S&P to anticipate that
Libbey may default over the next 12 months. S&P expects the
company's sources of liquidity to be less than 1.0x its uses over
the next 12 months due to the upcoming maturity of its term loan.
While Libbey had $48.9 million of cash on its balance sheet as of
Dec. 31, 2019, a portion of that cash was located in China, which
would require the company to gain regulatory approval if it chooses
to repatriate the cash to pay its capital expenses. Additionally,
the asset-based lending (ABL) revolver has a springing covenant
that could accelerate its maturity to Jan. 9, 2021, if the company
does not successfully refinance the term loan by that date, which
would further compromise its liquidity position. S&P also believes
the risk of an unfavorable refinancing has increased given the
elevated market volatility, declining macroeconomic conditions, and
unfavorable industry dynamics.

The negative outlook reflects the risk that S&P will lower its
rating on Libbey if it expects an imminent default.

"We could lower our ratings on Libbey in the upcoming quarters if
we do not believe it will be able to complete a favorable
refinancing such that we view a distressed restructuring--where
lenders receive less than par--or bankruptcy as imminent. We could
also lower our ratings if the terms of a refinancing are so onerous
that we believe the company's resulting capital structure would be
unsustainable," S&P said.

"We could raise our ratings on Libbey if it successfully completes
a refinancing at reasonable terms and generates sufficient cash
flow to fund its operating needs and cover all of its mandatory
debt repayments," the rating agency said.


LONESTAR RESOURCES: Fitch Lowers Rating on Sr. Sec. Revolver to B+
------------------------------------------------------------------
Fitch Ratings has downgraded Lonestar Resources US, Inc. (LONE) and
Lonestar Resources America, Inc. to 'CCC+' from 'B-'. The senior
secured revolver issued by Lonestar Resources America, Inc. was
downgraded to 'B+'/'RR1' from 'BB-'/'RR1' and the senior unsecured
debt issued by Lonestar Resources America, Inc. was downgraded to
'B'/'RR2' from 'B+'/'RR2'.

The downgrade reflects Lonestar's narrowing financial flexibility
in the current low commodity price environment, increasing negative
redetermination risk on their more than 80% drawn revolver. While
LONE has largely mitigated their price risk through high hedge
coverage, which will protect their development capital and
production profile through 2021, Fitch expects the company's
resource development will continue to be borrowing base-supportive;
however, free cash flow is forecasted to be relatively neutral,
limiting capacity for reduction of the revolver balance.

The 'CCC+' rating reflects LONE's small, liquids-focused production
profile, strong hedge position that supports development and
competitive cash netbacks, limited financial flexibility, and no
debt maturities until 2023. Fitch believes there is heightened
event risk that the company may look to address its liquidity
position or capital structure to alleviate these constraints.
Fitch's assumption is guided by historical market activity by
stressed E&P peers that have used market price dislocations or
covenant packages to opportunistically create liquidity or capital
structure relief.

KEY RATING DRIVERS

Limited Liquidity Options: Higher 2019 capex than previously
forecasted, moderated FCF generation expectations and asset sales
proceeds resulting from the weakened commodity price environment
has increased LONE's draw on their revolving credit facility ($245
million drawn out of $290 million commitments/borrowing base).
Further, the YE 2019 borrowing base redetermination did not result
in an increase in LONE's borrowing base, as previously expected and
LONE faces further liquidity reduction at their upcoming borrowing
base redetermination. Given these headwinds to liquidity, LONE's
ability to maintain operational momentum through internally
generated cash flow is essential, and informs their hedging and
development strategies.

Despite their robust hedge coverage, Fitch expects relatively
neutral free cash flow will limit LONE's ability to reduce revolver
borrowings over the base case.

Two-Year Hedge Coverage Supports Development: On March 12, 2020,
LONE announced their recent increases to their hedge book through
2021. With 7,452 boepd of crude oil swapped at an average price of
$57.09 per barrel and 20,000 MMBtu per day of natural gas swapped
at an average price of $2.55 per MMBtu, LONE has substantially all
of their production covered for 2020 at prices that far exceed the
current spot and strip. Further reducing their price risk, LONE has
established substantial hedges for oil (7,000 boepd at
$50.40/barrel) and natural gas (27,500 MMBtu per day at $2.36 per
MMBtu) through 2021. Fitch expects their robust hedge book to
protect LONE's development capex and internally-generated liquidity
from near-term price weakness.

Joint Development Agreement Supports Production Profile: On Feb.
23, 2020, LONE announced it had entered into a Joint Development
Agreement (JDA) with one of the largest Eagle Ford producers, in
which they will operate a minimum of three to four shale wells
annually in an area of mutual interest. The agreement gives LONE's
partner the option to participate in each well with a 50% working
interestinor to participate via a carried working interest that
ranges from approximately 9%-17%, depending on location. Management
believes this agreement expands and consolidates the leasehold
footprint associated with their oiliest (Hawkeye) assets,
maximizing lateral lengths, optimizing economic returns, and
reducing capital spending.

Small, Liquids-Oriented Asset Base: LONE's acreage position is
located within the crude and condensate areas of the Eagle Ford,
with production averaging 18,100 boepd at Sept. 30, 2019, was
comprised of 67% liquids realizing LLS-based pricing, which tends
to trade at a premium to WTI. LONE's acreage is largely held by
production, which provides additional capital allocation
flexibility.. Due to their small size, LONE has operated with high
annual production growth rates (around 30% in 2019, year-over-year)
and while robust unit economics (netback of $15.40/boe, Sept. 30,
2019) and hedge book offer protection to development spending,
Fitch expects growth and capex to be moderated by the current
commodity price weakness.

DERIVATION SUMMARY

LONE is small relative to U.S. onshore E&P peers, with production
of 18.1 mboe/d at Sept. 30, 2019 compared with production of, 66.8
mboe/d for Magnolia Oil & Gas Corp. (MGY; B/Stable), 141.1 mboe/d
for Comstock Resources, Inc. (CRK, 'B'/Stable), 80.3 mboe/d for
Extraction Oil & Gas, Inc. (XOG; B-/RWN), and 53.6 mboe/d for Great
Western Petroleum, LLC (GWOC; B-/RWN). LONE's recent historical
operational momentum and favorable well results has placed it on a
relatively strong growth trajectory, with yoy production growth of
35% in 2019 with manageable FCF outspend. This contrasts with lower
rated E&P peers that generally suffer from declining operational
momentum and sustained negative FCF.

LONE also has a competitive cost position, achieving unhedged cash
netbacks of approximately $18.10/boe at Sept. 30, 2019, driven in a
large part by strong realized prices. While below the cash netbacks
realized by GWOC ($19.60/bbl, Sept. 30, 2019), it is in-line with
XOG ($15.40/bbl, Sept. 30, 2019).

LONE experiences substantially lower financial flexibility to
peers, with more than 80% of their revolver drawn at Sept. 30,
2019, compared to MGY's 0%, and XOG's 55%. Similar to MGY, LONE has
reduced near-term refinancing risk with revolver and bond
maturities in 2023.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

  -- WTI prices of $38.00, $45.00, $50.00, and $52.00 per barrel in
2020, 2021, 2022, and 2023, respectively;

  -- Henry Hub prices of $1.85, $2.10, $2.25, and $2.50 per Mcf in
2020, 2021, 2022 and 2023, respectively;

  -- Capital spending and production growth in 2020 protected by
robust hedge coverage with capex and production flat in 2021, with
modest increase in 2022;

  -- Modest reduction in revolver borrowings from proceeds of
Pirate asset sale in 2020.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that LONE would be reorganized as a
going-concern in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.

Going-Concern (GC) Approach

The GC EBITDA assumption of $120 million takes into account a
prolonged commodity price downturn (as described by Fitch's stress
price deck) causing lower than expected production, which may
result in a downward borrowing base redetermination and liquidity
pressure.

An EV multiple of 4x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considered the following factors:

  -- The historical bankruptcy case study E&P sub-sector median
exit EV multiple was 5.6x, with a wide range.

  -- Fitch uses a multiple of 4x compared to the historical
bankruptcy case study exit multiple because of the company's small
size and cash flow uncertainty at Fitch's stress case price deck
relative to peers.

Liquidation Approach

The liquidation estimate reflects Fitch's view of transactional and
asset-based valuations, such as recent transactions for the Eagle
Ford basin on a $/acre basis, as well as SEC PV-10 estimates. This
data was used to determine a reasonable sales price for the
company's assets.

The total acreage value is below the year-end 2018 SEC Standardized
Measure of $980 million and PV-10 of $1.1 billion.

The company's main driver of value is its acreage in the Western
and Central regions of the Eagle Ford. LONE also has acreage in its
more prospective Eastern region, which has been ascribed a lower
valuation by Fitch.

The senior secured revolver is drawn at 80%, generally consistent
with current borrowings given Fitch's relatively neutral FCF
profile and the potential that the banks will likely reduce the
borrowing base sustained price downturn. The senior secured
revolver recovers at an 'RR1' level and the senior unsecured notes
recover at an 'RR2' level.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Defined plan to de-risk capital structure and liquidity
constraints in weak realized pricing environment;

  -- Maintenance of operational momentum with production
approaching 20 mboe/d on a sustained basis;

  -- Demonstrated execution of A&D strategy resulting in the
addition of economic drilling locations and reserve growth;

  -- Continued evidence of capital and financial discipline, with
FFO Fixed Charge Coverage sustained at or above 3.0x;

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Failure to de-risk capital structure and liquidity constraints
in weak realized pricing environment;

  -- FFO Fixed Charge Coverage approaching 1.5x;

  -- Loss of operational momentum with reduction in production
volumes below 7 mboe/d on a sustained basis;

  -- Leveraging transaction that heightens operational execution
and financial risks and leads to covenant pressure

LIQUIDITY AND DEBT STRUCTURE

Expected Liquidity Erosion: Fitch expects deterioration in LONE's
available liquidity as the current low commodity price environment
increases negative redetermination risk on their more than 80%
drawn revolver. While LONE's hedge book is expected to provide
support to internally generated cash, Fitch believes they will
remain relatively cash flow neutral in the ratings case.

Moderate Refinancing Risk: While LONE's only maturities are delayed
until 2023, Fitch believes there is heightened event risk that the
company may look to address its liquidity position or capital
structure to alleviate their constrained financial flexibility.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).


LUCKY'S MARKET: Has Leave File Reply to Objections to Assets Sale
-----------------------------------------------------------------
Judge John T. Dorsey of the U.S. Bankruptcy Court for the District
of Delaware granted Lucky's Market Parent Co., LLC, and its
affiliates leave and permission to file the reply to objections to
their proposed bidding procedures in connection with the sale of
assets related to one of their stores to Carlos Alvarez for
$275,000, subject to adjustments for prorations, subject to
overbid.

Pursuant to Local Rule 9006-1(d), the Debtors are granted leave and
permission to file the Reply, and the Reply is deemed timely filed
and a matter of record in these chapter 11 cases.   

The Court will retain jurisdiction to interpret and enforce the
Order.

A copy of the Stalking Horse APA and Bidding Procedures is
available at https://tinyurl.com/wu2y5v9 PacerMonitor.com free of
charge.

                      About Lucky's Market

Lucky's Market Parent Company, LLC -- https://www.luckysmarket.com/
-- together with its owned direct and indirect subsidiaries, is a
specialty grocery store chain offering a broad range of grocery
items through the Company's "L" private label.  Each of the
company's stores has full-service departments, which include
produce, meat, seafood, culinary, apothecary, beer and wine, and
grocery. In addition to the stores, the company operates a produce
warehouse in Orlando, Fla., to supply nearly all produce for its
Florida and Georgia stores.

Lucky's Market Parent and 21 of its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. Del. Lead Case No.
20-10166) on Jan. 27, 2020.  At the time of the filing, the Debtors
were estimated to have $100 million to $500 million in assets and
$500 million to $1 billion in liabilities.  The petitions were
signed by Andrew T. Pillari, chief financial officer.  Judge John
T. Dorsey presides over the cases.

Christopher A. Ward, Esq. and Liz Boydston, Esq., of Polsinelli PC,
serve as counsel to the Debtors.  Alvarez & Marsal acts as
financial advisor; PJ Solomon as investment banker; and Omni Agent
Solutions as notice and claims agent.


LYONS CHEVROLET: Wins Court OK to Use Cash Collateral Thru Apr. 30
------------------------------------------------------------------
Judge Randal S. Mashburn authorized Lyons Chevrolet Buick GMC,
Inc., to use the cash collateral of Americredit Financial Services,
Inc., dba GM Financial, through April 30, 2020, in the ordinary
course of the Debtor's operation of its service department solely
to pay ordinary and necessary expenditures, pursuant to the
budget.

Before the Petition Date, GM Financial provided the Debtor
financing for its vehicle inventory in its dealership operations,
by virtue of which GM Financial obtained a lien over all of the
Debtor's assets, which lien is secured by UCC financing statements.


As adequate protection, the Court ruled, among others, that:

   * the Debtor will pay the floorplan balance on any vehicle sold
or leased by the Debtor to GM Financial immediately upon
consummation of any sale of the vehicle,

   * the Debtor will notify GM Financial within one business day,
should the Debtor receive any vehicle as a trade-in for the payment
of any vehicle constituting collateral, and will promptly pay or
satisfy any liens or amounts owing against the trade-in vehicle,

   * the Debtor will replenish the parts inventory (as the Debtor
in the ordinary course of its service department's business
consumes parts, accessories, supplies or related equipment) so that
the value of the parts inventory does not drop below the value as
of the Petition Date.

A copy of the agreed order is available for free at
https://is.gd/YwSZd3 from PacerMonitor.com.

                     About Lyons Chevrolet

Lyons Chevrolet Buick GMC, Inc., is a privately held Tennessee
corporation which owns and operates an automotive dealership in
Marshall County, Tennessee, selling new Chevrolet, Buick and GMC
vehicles and a variety of pre-owned vehicles.  The company also
provides automotive repair service as a component of its dealership
operation.

Lyons Chevrolet Buick GMC sought Chapter 11 protection (Bankr. M.D.
Tenn. Case No. 19-06264) on Sept. 26, 2019 in Columbia, Tennessee.


Latham, Luna, Eden & Beaudine, LLP, serves as the Debtor's
bankruptcy counsel; and Lefkovitz & Lefkovitz is the Debtor's local
counsel.


MAGNOLIA OIL: Fitch Affirms B IDR & Alters Outlook to Stable
------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of
Magnolia Oil & Gas Corp. (MGY) and Magnolia Oil & Gas Operating LLC
at 'B', the company's first lien senior secured revolver at
'BB'/'RR1', and its senior unsecured notes at 'BB-'/'RR2'. Fitch
has also revised the company's' Rating Outlook to Stable from
Positive.

Magnolia's ratings reflect its strong asset base, anchored by its
position in the core of the Eagle Ford liquids window in Karnes
County; high exposure to liquids (72% of production); low
breakevens ($28-$32/bbl); favorable pricing differentials (realized
oil prices close to the waterborne Gulf coast given the Eagle
Ford's access to export markets on the Gulf coast); and
conservative financial policy (leverage of just 0.6x). Ratings
concerns include the impact of sharply lower oil and gas prices on
the company's forward looking activity level and production
outlook; MGY's smaller size and single basin exposure; limited
acreage position in the Karnes field; and lack of hedging. There is
also still considerable execution risk surrounding the Giddings
Field given its limited history, however the company continues to
make progress in de-risking parts of the field through its drilling
program.

The Outlook's revision to Stable reflects pressure on the company's
production profile created by the recent collapse in global oil
prices. As a result of weaker oil prices, lack of hedges, and a
commitment to keep capex within 60% of EBITDAX, Fitch expects MGY
won't achieve its upgrade sensitivity of production exceeding
70,000 (barrels of oil equivalent per day) boepd on a sustained
basis in the near term.

KEY RATING DRIVERS

Collapse in Prices Lowers Growth: Hydrocarbon prices remain under
heavy near-term pressure−particularly oil, which is under the
double whammy of a coronavirus-led contraction in global growth,
and the supply shock of an OPEC market share war. MGY saw
reasonable production growth in 2019 production (68,300 boepd 4Q19
versus 61,944 boepd 4Q18), but Fitch expects growth is likely to
flatten or decline to the degree prices remain stressed. Fitch
expects MGY's lack of hedging and philosophy of maximizing the
profitability of barrels produced is likely to result in a pullback
in capex. In response to low prices, the company has already
shifted part of its drilling program from Karnes into Giddings.

Robust Asset Profile: MGY has a small but robust asset profile in
the Eagle Ford (primarily Karnes County) and the Austin Chalk
(Giddings Field). The bulk of MGY's proved reserves and value are
in Karnes, which is in the core of the Eagle Ford liquids window.
In 4Q19, Karnes production was 44,900 boepd (66% of MGY's total
output, and 84% of total oil production). Karnes was also 67% of
the company's proved reserves. Management estimated breakevens are
in the $28-$32/boe range. Giddings is an emerging horizontal shale
play that comprised 34% of 4Q19 output (23,400 boepd). Giddings has
a larger acreage footprint (428,766 net acres) but higher
variability in well results. Recent Giddings wells averaged 50/50
liquids/natural gas. Both Karnes and Giddings are predominantly
held by production (>95%) and have adequate takeaway capacity.
About two-thirds of Karnes is operated, while 87% of Giddings is
operated.

Conservative Capital Structure: By design, MGY has a conservative
capital structure, including a secured $1.0 billion revolver
(borrowing base unchanged at $550 million), and $400 million in
6.00% senior unsecured 2026 notes. The revolver draw at YE 2019 was
zero, resulting in debt/EBITDA leverage of 0.6x and debt/flowing
barrel just under $8,400/bbl. Under its base case, Fitch expects
the company will continue to see leverage below 1.0x. Fitch also
anticipates MGY will continue to be acquisitive but will not lever
up on a permanent basis to fund its deals.

Strong Operational Results: MGY reported robust financial and
operational results at YE 2019, including debt/EBITDA leverage of
just 0.6x. FCF stood at $208 million, comprised of cash flow from
operations (CFFO) of $643 million, capex of $435 million and no
dividends. In the event of a severe downturn, Fitch expects the
company would be able to cut capex to maintenance levels
(approximately $250 million-$300 million). Given its robust
breakevens and policy of limiting capex spending to 60% of adjusted
EBITDAX, Fitch anticipates the company will be significantly FCF
positive over the next several years. MGY's operational metrics
were strong versus peers as well, with Fitch-calculated cash
netbacks of $27.30/boe at YE 2019, liquids production of 72% and
liquids reserves of 70%. Debt/flowing barrel was also very low at
less than $6,000/barrel. MGY's Standardized measure at year end
2019 was $1.625 billion versus $1.878 billion the year prior, with
the decline primarily driven by lower hydrocarbon prices.

Smaller Size and Limited Diversification: MGY is essentially a
small, pure play exploration and production (E&P) company in the
Eagle Ford/Austin Chalk, which increases its exposure to regional
regulatory or operational risk. The company has a modest inventory
of drilling locations, and will likely need to supplement
locations, particularly in Karnes. Efforts to expand Karnes through
bolt-on acquisitions were successful in 2019, with MGY increasing
net acreage by about 30% (to 22,088 in 2019 from 16,841 in 2018).
MGY has smaller proved reserves (1p) than peers, based on its
decision to use a single-year development plan versus the standard
five-year plan. While this choice is unusual, Fitch believes MGY's
lower reported reserves constitute optics more than anything else,
and the borrowing base for the company's $1.0 billion secured
revolver remains unchanged at $550 million.

Giddings Execution Risk: Giddings has notable execution risk, given
the fact only a limited number of horizontal wells have been
drilled. The company's strategy to date has been to use seismic to
selectively de-risk parts of the play. Well results to date have
been promising, but are still limited in number. Under current low
priced environment, management elected to shift part of its 2020
drilling program into Giddings, to take advantage of Giddings'
slower production ramp up and preserve some of the better Karnes
opportunities for a higher-priced environment. Fitch expects MGY
will continue to focus on appraisal and delineation in Giddings,
although the play has also contributed an increasing portion of
total production.

No Hedging: In contrast to most of its single 'B' rated peers, MGY
does not hedge commodity prices, which can be a disadvantage in a
very low priced environment. Management believes the combination of
low break-evens, low financial leverage, and strong FCF mitigate
the need to hedge by creating additional financial flexibility
elsewhere in the business model. MGY's credit facility lending
group does not require the company to hedge.

DERIVATION SUMMARY

MGY is well positioned versus other single 'B' high-yield E&P
peers. At 66,800 boepd (2019), its size is smaller than most peers
including Extraction Oil & Gas (B-/RWN), SM Energy (B-/RWN), and
MEG Energy (B/Stable) but is larger than Lonestar Resources (CCC+).
MGY's geographic diversification is low given its position as a
largely pure play E&P in the Eagle Ford/Austin Chalk, but
consistent with the single basin focus seen among many single-'B'
peers. However, MGY has above average exposure to liquids, and
above average price realizations for both crude (Gulf coast-based)
and natural gas (minimal basis to Henry Hub). When matched with its
relatively low breakevens and limited capex reinvestment needs, MGY
has a robust FCF profile and peer-leading unit margins. As a
policy, the company does not hedge its production, which sets it
apart from peers; however, the company's low break-evens and
conservative financial policy (target debt/EBITDA of


MARK ALLEN KRIEGER: $56K Sale of Clinton Property Approved
----------------------------------------------------------
Judge Scott W. Dales of the U.S. Bankruptcy Court for the Western
District of Michigan authorized Mark Allen Krieger and Jame Sue
Secondino Krieger to correct the legal description in the order
authorizing them to sell the real property known as the Universal
Bucks and Bridge Property in Vermillion County, Indiana, bearing
the addresses, (i) vacant Ground Section 23, Clinton, Indiana Tax
Id. No. 83-12-23-400-004.000-001; (ii) vacant Ground Section 26,
Clinton, Indiana, Tax Id. No. 83-12-26-100-001.000-001, APN
83-12-23-400-004.000-001 (iii) 672 W 1800 S, Clinton, Indiana, Tax
Id. No. 83-12-25-200-001.000-001, APNs 83-12-23-900-006.000-001 and
83-12-26-100-001.000-01, to Stanley Szczepaniak for $56,000.

The Debtors are authorized to sell the Property to the Buyer for
the purchase price and on the terms set forth in the Purchase
Agreement to the original sale motion, subject to the correction of
the description of property to be sold.  They are authorized to
execute any and all agreements and documents necessary to
consummate the sale contemplated by the Original Sale Order.

Any objections or concerns of BMO and First Financial relating to
the Original Sale Order and the Motion upon which the Order is
based are resolved as evidenced by the approval of the Order for
entry by their counsel.

The Debtors are authorized to execute a Purchase Agreement with the
Buyer (Exhibit B) to the original sale motion, except the legal
description for the Property to be sold will be the legal
description (Exhibit A).

Notwithstanding the foregoing, the sale of the Property
contemplated by the Original Sale Order to the Buyer is approved on
the following terms:

     A. The sale price will be $56,000.

     B. The Debtors will pay from the sale proceeds all real estate
taxes, special assessments and annual fees for prior years and a
pro-rated amount for 2020 through the date of closing.

     C. The Debtors will pay from the sale proceeds the premium for
an owners' title insurance policy to be issued in the name of the
Buyer.

     D. The Debtors will pay from the sale proceeds closing fees,
recording fees, and other customary sale expenses from the sale
proceeds.

     E. The Debtors will pay the cost of the survey from the sale
proceeds.

     F. The sum of $2,800 for potential real estate commission for
Indiana Land and Lifestyle - Mossy Oak Properties and the sum of
$2,500 for the Debtors' attorney's trust account pending further
order of the Court on a determination of the extent such fees are
properly chargeable against the Net Proceeds.  The United States
Trustee, BMO and First Financial reserve all rights to object to
the real estate commission and the Debtors' attorney fees.

     G. The Property to be sold will be the Property listed on
attached Exhibit A.

     H. At the closing on the sale, after payment of the items set
forth , including escrow of the amounts for real estate commission
and attorney fees, the title company conducting the closing will
remit the balance ofthe $56,000 of the sale proceeds to BMO to be
applied to its secured claim in the Bankruptcy case.

Pursuant to the Court's Dec. 18, 2019 Memorandum of Decision and
Order, the Receiver has exclusive authority to market and/or sell
property of the receivership estate and the Debtors do not have the
right or ability to market and/or sell property of the receivership
estate, except for the authority reserved.  Nonetheless, by
agreement ofthe parties only, and without establishing any
precedent for future transactions, the Court approves the sale of
the Property to the Buyer.

If the sale of the Property to the Buyer does not close by March 2,
2020, the Debtors' authority under the Order is rescinded and the
Receiver will thereafter have exclusive authority to market and
sell the Property, and the estate will have no Section 506(c) claim
against BMO relating to the Property.  Notwithstanding this
provision, BMO may extend the March 2, 2020 deadline to close by
Stipulation filed with Court.

The Debtors will sign a state court stipulated order (Exhibit B)
that clarifies for the state court judge administering the
receivership estate that this is a one-time exception and that,
therefore, the Debtors have no authority to market and/or sell any
other receivership property.

The 14-day stay period imposed by Bankruptcy Rule 6004(h) is waived
so that the sale contemplated by the Motion may be conducted
promptly after entry of the Order.

A copy of Exhibits A and B is available at
https://tinyurl.com/wyt5sfg from PacerMonitor.com free of charge.

Mark Allen Krieger and Jame Sue Secondino Krieger sought Chapter 11
protection (Bankr. W.D. Mich. Case No. 19-02148) on May 15, 2019.
The Debtors tapped Perry G. Pastula, Esq., at Dunn Schouten & Snoap
PC as counsel.



MARTIN MIDSTREAM: Moody's Cuts CFR to Caa3, Outlook Negative
------------------------------------------------------------
Moody's Investors Service downgraded Martin Midstream Partners
L.P.'s Corporate Family Rating to Caa3 from B3, Probability of
Default Rating to Caa3-PD from B3-PD and senior unsecured notes
rating to Ca from Caa2. MMLP's Speculative Grade Liquidity rating
of SGL-4 remains unchanged. The outlook was changed to negative
from stable.

"MMLP's rating downgrade reflect increased debt refinancing risks
and elevated risk of default, including from a distressed
exchange," said Jonathan Teitel, Moody's Analyst.

Downgrades:

Issuer: Martin Midstream Partners L.P.

  Probability of Default Rating, Downgraded to Caa3-PD from B3-PD

  Corporate Family Rating, Downgraded to Caa3 from B3

  Senior Unsecured Notes, Downgraded to Ca (LGD5) from
  Caa2 (LGD5)

Outlook Actions:

Issuer: Martin Midstream Partners L.P.

  Outlook, Changed to Negative from Stable

RATINGS RATIONALE

MMLP's Caa3 CFR reflects rising default risk, including a
distressed exchange which could be deemed a default by Moody's.
MMLP is trying to address near-term debt maturities, announcing
evaluation of senior secured second lien notes to refinance its
existing notes. Also, it took steps to improve its balance sheet
including debt reduction using asset sales while limiting lost
EBITDA as well as significantly reducing its equity distributions.
However, MMLP faces highly challenging access to capital markets in
current market conditions and poor commodity prices, and these
steps may not be enough to execute a refinancing transaction
particularly without a distressed exchange.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The energy sector
has been affected by the shock given its sensitivity to consumer
demand and sentiment. More specifically, the weaknesses in MMLP's
credit profile and liquidity have left it vulnerable to shifts in
market sentiment in these unprecedented operating conditions and
MMLP remains vulnerable to the outbreak continuing to spread.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. The action reflects the impact on MMLP of the breadth
and severity of the shock, and the broad deterioration in credit
quality it has triggered.

Governance considerations include MMLP's master limited partnership
structure whereby the general partner has considerable influence
over the business. Martin Resource Management Corporation (MRMC)
has a 51% voting interest in MMLP's general partner with the
remaining interest held by Alinda Capital Partners. As of December
31, 2019, MRMC owned about 16% of MMLP's common units.

The SGL-4 rating reflects Moody's view that MMLP has weak liquidity
with near-term debt maturities. While MMLP's $400 million revolver
matures in August 2023, that maturity accelerates to August 2020 if
the outstanding senior notes maturing in February 2021 are not
refinanced prior to August 2020.

MMLP's $374 million of senior unsecured notes maturing in 2021 are
rated Ca, one notch below the CFR, reflecting effective
subordination to the revolver.

The negative outlook reflects refinancing risks, heightened risk of
default (including a distressed exchange) and further erosion of
liquidity as debt maturities approach.

Factors that could lead to a downgrade include increasing default
risk including distressed exchanges or if Moody's view on expected
recoveries is lowered.

Factors that could lead to an upgrade include reduced refinancing
risk, organic EBITDA growth and increased interest coverage, and
adequate liquidity.

The principal methodology used in these ratings was Midstream
Energy published in December 2018.

MMLP, headquartered in Kilgore, Texas, is a publicly-traded master
limited partnership with primary operations in the US Gulf Coast
region. MMLP's revenue in 2019 was $847 million.


MARTIN MIDSTREAM: S&P Downgrades ICR to 'CCC-'; Outlook Negative
----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Martin
Midstream Partners L.P. (Martin) to 'CCC-' from 'B-' as the company
faces large upcoming debt maturities of about $575 million in the
next 12 months.

Upcoming maturities include a $201 million outstanding revolving
credit facility (RCF) balance due in August 2023. However, the
maturity of the credit facility will accelerate to August 2020 if
Martin is unable to refinance the $374 million senior unsecured
notes due February 2021 before Aug. 19, 2020.

Meanwhile, S&P lowered its issue-level rating on Martin's $374
million senior unsecured notes due February 2021 to 'CCC-' from
'B-'. The '3' recovery rating is unchanged, indicating S&P's
expectation for meaningful (50%-70%; rounded estimate: 50%)
recovery.

"The downgrade reflects our expectation that Martin Midstream
Partners (Martin) will not be able to refinance its 2021 senior
unsecured notes prior to Aug. 19, 2020, which will accelerate the
RCF maturity date to Aug. 20, 2020 from Aug. 31, 2023. In our view,
Martin will not have sufficient liquidity to repay the $201 million
outstanding RCF balance in 2020," S&P said.

The negative outlook reflects the uncertainty around Martin's
ability to refinance its $374 million senior unsecured notes due
February 2021 before Aug. 19, 2020. Consequently, S&P expects that
the maturity date on $201 million outstanding RCF will accelerate
to Aug. 20, 2020 from Aug. 31, 2023. Given its weak liquidity
assessment, S&P expects that Martin will not have sufficient
liquidity sources to repay the borrowings outstanding on the RCF.

"We could downgrade Martin to 'D' if the partnership fails to repay
the $201 million outstanding RCF balance. Alternatively, we could
lower our rating to 'SD' (selective default) if the partnership
announces a distressed exchange or debt restructuring," S&P said.

"We could take a positive rating action if Martin refinances its
senior notes within the next four months, which would result in the
maturity date on the RCF in August 2023," the rating agency said.


MCDERMOTT INT'L: Selling Lummus Assets & Interests for $2.7 Billion
-------------------------------------------------------------------
Judge David R. Jones of the U.S. Bankruptcy Court for the Southern
District of Texas authorized the bidding procedures proposed by
McDermott International, Inc. and affiliates in connection with the
sale, pursuant to the Stalking Horse Purchase Agreement, of their
right, title, and interest in and to the equity interests of the
Lummus Debtors and certain related assets, to Illuminate Buyer,
LLC, subject to overbid.

In consideration for the Purchased Assets and the other obligations
of Sellers pursuant to the Agreement, at the Closing, the Purchaser
will (i) pay to the Sellers (or to such Affiliate(s) of Sellers as
Seller Representative may designate in writing at least three
Business Days prior to the Closing) an aggregate of $2.725 billion
in cash (the “Base Purchase Price”), as adjusted in accordance
with Section 2.11 of the Agreement and as delivered and adjusted in
the manner set forth in Section 2.10(a)(i); and (ii) assume the
Assumed Liabilities.

The Bidding Procedures will govern the submission, receipt, and
analysis of all bids, and any party desiring to submit a higher or
otherwise better offer must do so strictly in accordance with the
terms of the Bidding Procedures and the Order.

The salient terms of the Bidding Procedures are:

     a. Bid Deadline: March 2, 2020 at 4:00 p.m. (CT)

     b. Initial Bid: At a minimum, each Bid must have a Purchase
Price that (i) has a value equal to or greater than the aggregate
cash consideration, assumed liabilities, and other non-cash
consideration contemplated by the Stalking Horse Bid, and (ii)
includes cash or cash equivalents equal to no less than
$2,615,000,000 plus the Initial Minimum Overbid Amount.  The
Initial Minimum Overbid Amount means an amount equal to the sum of
(a) 1% of Base Purchase Price plus (b) the Break-Up Fee plus (c)
the Expense Reimbursement (as defined in the Stal

     c. Deposit: $100 million

     d. Auction: If one or more Qualified Bids (other than the
Stalking Horse Bid) are received by the Bid Deadline with respect
to any applicable assets, then the Debtors will conduct the Auction
with respect to such assets.  The Auction for each applicable asset
will commence March 9, 2020, at 9:00 a.m. (ET), at the offices of
Kirkland & Ellis LLP, 601 Lexington Avenue, New York, New York
10022, or such later time or other place as the Debtors determine.

     e. Bid Increments: $10 million

     f. Sale Hearing: March 12, 2020, at 9:00 a.m. (CT)

     g. Sale Objection Deadline: March 10, 2020, at 4:00 p.m. (CT)

The Stalking Horse Protections are approved and the Debtors are
authorized to incur and pay the Stalking Horse Protections.

The Assumption and Assignment Procedures set forth in the Bidding
Procedures Motion regarding the assumption or assumption and
assignment of the Lummus Executory Contracts and Unexpired Leases
proposed to be assumed by the Debtors and assigned to a Successful
Bidder are approved.

No later (i) than 30 days prior to the effective date of the Plan
or (ii) five days following the exercise by the Stalking Horse
Bidder of the 363 Sale Option, if applicable, the Debtors will file
with the Court and serve the Cure Notice on all Contract Parties.
The Cure Objection Deadline is 4:00 p.m. (CT) on the date that is
14 days after service of the applicable Cure Notice on the
objecting Contract Party.

All time periods set forth in the Order will be calculated in
accordance with Bankruptcy Rule 9006(a).

The requirements set forth in Local Rule 9013-1 and the Procedures
for Complex Chapter 11 Cases in the Southern District of Texas are
satisfied by the contents of the Bidding Procedures Motion.

The Order will be immediately effective and enforceable upon its
entry.

A copy of the Bidding Procedures and Stalking Horse APA is
available at https://tinyurl.com/sxawajr from PacerMonitor.com free
of charge.

The Purchaser:

          ILLUMINATE BUYER, LLC
          c/o The Chatterjee Group
          888 Seventh Avenue, 37th Floor
          New York, NY 10106
          Attn: Purnendu Chatterjee
          E-mail: purnendu.chatterjee@tcgny.com

               - and -

          ILLUMINATE BUYER, LLC
          c/o Rhône Capital L.L.C.
          12 E. 49th Street, 20th Floor
          New York, NY 10017
          Attn: M. Allison Steiner
          E-mail: steiner@rhonegroup.com

The Purchaser is represented by:

          PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
          1285 Avenue of the Americas
          New York, NY 10019-6064
          Attn: Robert B. Schumer
                Brian C. Lavin
          E-mail: rschumer@paulweiss.com
                 blavin@paulweiss.com

                 About McDermott International

Headquartered in Houston, Texas, McDermott (NYSE: MDR) --
http://www.mcdermott.com/-- is a provider of engineering,
procurement, construction and installation and technology
solutions
to the energy industry. Its common stock was/is listed on the New
York Stock Exchange under the trading symbol MDR.

As of Sept. 30, 2019, McDermott had $8.75 billion in total assets,
$9.86 billion in total liabilities, $271 million in redeemable
preferred stock, and a total stockholders' deficit of $1.38
billion.

On Jan. 21, 2020, McDermott International announced that it has
the
support of more than two-thirds of all its funded debt creditors
for a restructuring transaction that will equitize nearly all the
Company's funded debt, eliminating over $4.6 billion of debt.

McDermott solicited votes from its lenders and bondholders in
support of a prepackaged Chapter 11 Plan of Reorganization and
commenced the prepackaged Chapter 11 later in the day, on Jan. 21,
2020 in the U.S. Bankruptcy Court for the Southern District of
Texas.

McDermott International and 224 affiliates on Jan. 21 and 22,
2020,
filed Chapter 11 bankruptcy petitions (Bankr. Lead Case No.
20-303360).

The Hon. Marvin Isgur is the case judge.

The Debtors tapped KIRKLAND & ELLIS LLP (NEW YORK) as general
bankruptcy counsel; JACKSON WALKER L.L.P. as local counsel;
ALIXPARTNERS, LLP as restructuring advisor; AP SERVICES, LLC as
operational advisor; ARIAS, FABREGA & FABREGA as Panamanian
counsel; and BAKER BOTTS L.L.P. as corporate counsel. PRIME CLERK
is the claims agent, maintaining the page
https://cases.primeclerk.com/mcdermott



MEG ENERGY: Fitch Affirms B LT IDR & Alters Outlook to Stable
-------------------------------------------------------------
Fitch Ratings has affirmed MEG Energy Corp.'s Long-Term Issuer
Default Rating at 'B'. The Rating Outlook has been revised to
Stable from Positive. In addition, Fitch has affirmed the rating on
MEG's second lien notes at 'BB'/'RR1', and the rating on its senior
unsecured notes at 'B+'/'RR3'.

Despite the material decline in commodity prices, MEG's solid
credit metrics, ability to generate FCF in a stressed environment,
lack of near-term maturities and abundant liquidity, provides
levers to survive the current commodity price decline. Fitch
estimates leverage in the 4.5x-5.5x range in a USD35-USD45/bbl
environment.

MEG's ratings reflect improving credit metrics, below average
refinancing risk, no major bond maturities until 2024, adequate
liquidity, the expectation that the company will generate positive
FCF over the forecasted period, higher production capacity,
improved transportation logistics that should lead to higher
realized prices, and low cost structure. This is offset by
significant exposure to wide and volatile West Texas Intermediate
(WTI) and Western Canadian Select (WCS) spreads, lack of
diversification, and increasing regulatory exposure as seen by the
curtailment program initiated by the Alberta government.

The Outlook revision reflects the concern of challenging capital
market access and the uncertainty of the length and the depth of
commodity price downturns. MEG's financial policy has been
relatively conservative, which provides the company the ability to
withstand significantly lower commodity prices. Nevertheless, if
prices remain lower for a prolonged period of time, MEG's liquidity
could be reduced. If commodity prices were to stabilize at higher
rates, Fitch would consider a positive rating action.

KEY RATING DRIVERS

Focus on Debt Reduction: MEG is prioritizing its stated strategy of
using FCF to repay debt. The company reduced leverage from 8.8x in
2018 to 3.3x in 2019 through a combination of increased production,
improved differentials, and a wind down of its capital spend
program. Gross debt has declined from CAD5 billion in 2016 to
approximately CAD3 billion in 2019. Fitch expects debt/EBITDA to
move higher in 2020 based on oil price assumptions, but to remain
at manageable levels. Fitch believes that ongoing debt reduction
remains a priority for all near-term FCF. Improvements in debt
reduction will be a function of the fluctuating WCS discounts, the
Alberta production quotas and transportation issues.

FCF Improvement: Historically, MEG has generated large FCF deficits
to fund its growth objectives while also being subjected to modest
discounts to WCS pricing. Fitch expects MEG to be neutral to
slightly positive in a USD45/bbl range. As the bulk of growth
initiatives have been completed and production capacity has grown
close to 100,000bbl/d, increased production combined with lower
capex should lead to FCF generation.

Curtailments Supports Margins/FCF: The oil production quota put
into effect by the province of Alberta in January 2019 has provided
substantial cash flow benefits to WCS-exposed producers such as
MEG. While the quota hits top-line growth, the cash flow benefit of
higher WCS prices has outweighed the volume reductions for MEG. In
addition, MEG has purchased curtailment credits that have allowed
the company to produce at higher levels than allowed under the
curtailment. Alberta has since brought the industry quota down to
80,000bbl/d from 325,000bbl/d, and is expected to end it once oil
storage levels in Western Canada reach normal levels.

Although the curtailment has stabilized prices, it has created some
uncertainty for upstream producers. This includes uncertainty
regarding the level of storage required to achieve normal pricing,
the timing of the curtailment in relation to the opening of
Enbridge Inc.'s Line 3 Pipeline and how the Kenney government in
Alberta could alter the quota program or change the crude-by-rail
lease program put in place by his predecessor.

Growing Exposure to USGC: Fitch anticipates MEG will sell an
increasing portion of its production into the more valuable U.S.
Gulf Coast (USGC) and move away from the Western Canada market. MEG
sold 27% of its 2018 production into the USGC, and Fitch is
estimating that the apportionment will range from 30%-35% for the
remainder of 2020 and 2021. MEG currently has a 50,000bbl/d of
committed capacity on the Flanagan South/Seaway pipeline and
delivered rail capacity that transports crude to the Gulf Coast.

That commitment will grow to 100,000bbl/d in 2H20 (assuming 30%
apportionment), and the commitment is not contingent on the
Enbridge Line 3 replacement project being placed into service or
Enbridge's current contract discussions. This should result in
increasing Gulf Coast sales to over 50% of production, from just
above 30%, primarily through pipeline, which should allow for a
higher realized price for MEG's products. The USGC market has an
approximate USD2.00 per barrel premium to the Western Canadian
market after taking into account transportation costs in the
current pricing environment.

Pipeline Political Risk: There has been substantial timing risk
around major pipeline projects in Canada, which have experienced
numerous delays due to entrenched social and environmental
opposition. These include Enbridge's Line 3 replacement (over
370,000bbl/d in incremental shipping capacity), the Keystone XL
pipeline (over 830,000bbl/d) and the Trans Mountain Pipeline (over
590,000bbl/d).

Pipeline delays were a key factor in the collapse in WCS
differentials in the fall of 2018, which led to the need for
quotas. As stated, additional delays in new capacity could prolong
the quota, create additional project deferrals, and increase
reliance on rail to move product. Fitch expects that Enbridge's
Line 3 will be the first of the major projects to come online in
2H20.

Adequate Liquidity, Maturity Runway: In July 2019, MEG amended and
restated its revolving credit facility and its letter of credit
facility by extending each facility by 2.75 years to a maturity
date of July 30, 2024. The revolver was reduced from a USD1.4
billion revolving credit facility to a CAD800 million facility,
while the letter of credit facility was restated from a USD440
million facility to a CAD500 million facility. There is no
financial maintenance covenant unless the revolver is drawn in
excess of 50%, which would trigger a first-lien net debt/EBITDA
covenant of 3.5x or less. Despite the reduction in liquidity from
the smaller revolver, management has no plans to draw on the
revolver.

Fitch is comfortable with the liquidity given cash was at CAD206
million as of Dec. 31, 2019 and Fitch's expectation that the
company will generate FCF over the forecasted horizon. Pro forma
for this transaction, there are no debt maturities until March
2024.

DERIVATION SUMMARY

MEG is positioned in line with other 'B' rated exploration and
production (E&P) peers. Its production size of 93,000bbl/d (100%
liquids) compares favorably to Extraction Oil & Gas, Inc.
(B-/Negative Watch) at 88,700bbl/d (67% liquids) and Magnolia Oil &
Gas Corporation (B/Stable) at 67,000bbl/d (74% liquids). At 3.3x,
MEG's leverage is slightly higher than its peers, including SM
Energy Company (B-/Negative Watch) at 2.8x, and Extraction Oil &
Gas at 3.0x. However, Fitch expects MEG's debt/EBITDA to decline as
it reduces debt with FCF. In addition, MEG has no near-term
financing risk, is not expected to borrow off of its CAD800 million
revolver any time soon, and has a covenant-lite revolver that is
not subject to a borrowing base redetermination.

Offsetting considerations include low diversification, given that
MEG is essentially a single-play oil sands producer, and
significant exposure to volatile WTI-WCS price differentials, given
the lack of integration, particularly in relation to larger
Canadian oil sands operators such as Suncor Energy and Canadian
Natural Resources Limited. Despite its lack of diversification, MEG
does have substantial proved and probable reserves and has the
ability to greatly expand capacity if industry conditions are
favorable.

KEY ASSUMPTIONS

  -- Base case WTI oil prices of USD38 in 2020, USD45 in 2020,
     USD53 in 2021, and a long-term price of USD52;

  -- Base case Henry Hub natural gas price of USD1.85 in 2020,
     USD2.10 in 2021, USD2.25 in 2022, and a long-term price of
     USD2.50;

  -- Production growth of 1% in 2020 and flat over the long-term
     forecasted period;

  -- Capex of CAD200 million in 2020 and CAD300 million in 2021
     based on management guidance;

  -- No share repurchases, equity issuance, acquisitions, or
     divestitures.

Key Rating Recovery Assumptions:

  -- The recovery analysis assumes that MEG Energy would be
     reorganized as a going-concern (GC) in bankruptcy rather
     than liquidated.

  -- Fitch has assumed a 10% administrative claim.

GC Approach

MEG's GC EBITDA assumption reflects Fitch's projections under a
stressed case price deck, which assumes WTI oil prices of USD33.00
in 2020, USD37.00 in 2020, USD45.00 in 2021, and USD47.00 in 2022.

The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation (EV). The GC EBITDA assumption uses 2023
EBITDA, which reflects the decline from current pricing levels to
stressed levels and then a partial recovery coming out of a
troughed pricing environment.

The model was adjusted for reduced production and varying
differentials given the material decline in the prices from the
previous price deck.

An EV multiple of 5.0x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value, resulting in a
valuation of CAD2.9 billion. The choice of this multiple considered
the following factors:

  -- The historical bankruptcy case study exit multiples for peer
     companies ranged from 2.8x-7.0x, with an average of 5.6x and
     a median of 6.1x;

  -- There were very few recent Canadian M&A transactions and
     multiple detail was either unavailable or not relatable;

  -- Fitch uses a multiple of 5x, to estimate a value for MEG to
     reflect the relatively higher proved reserves that reduces
     resource and volumetric risks and provides for longer-term
     cash flow support despite shorter-term market impacts;

  -- The multiple was increased from 4.5x from the last rating
     action to reflect the material decline in price assumptions
     from the last price deck.

Liquidation Approach

The liquidation estimate reflects Fitch's view of the value of
balance sheet assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors.

Despite the lack of Canadian E&P peer companies, the announced
transaction in which Devon Energy is selling its Canadian assets to
Canadian Natural Resources is a very strong comparison given the
facility's location, size, and similar operations. That asset was
sold for USD2.8 billion during a difficult M&A environment, which
makes the transaction a good proxy for a distressed sale. The value
per production (boe) was USD22,000, which implies a valuation for
MEG at USD2.7 billion. After including accounts receivable and
inventory and adjusting for foreign exchange rates, the liquidation
value was CAD3.0 billion, less than the going concern value.

The revolver is assumed to be fully drawn upon default. The
revolver is a first lien and senior in the waterfall. The
allocation of value in the liability waterfall results in recovery
corresponding to 'RR1' recovery for the first lien revolver and a
recovery corresponding to 'RR1' for the senior second lien notes.
The senior unsecured notes have a 'RR3' recovery.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Actual debt reduction through the application of FCF
proceeds;

  -- Mid-cycle debt/EBITDA in the 3.0x-3.5x range;

  -- Mid-cycle lease adjusted net leverage less than 3.5x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Change in financial policy away from debt reduction at
     current credit metrics;

  -- Mid-cycle debt/EBITDA above 4.5x;

  -- Mid-cycle lease adjusted net leverage greater than 4.5x;

  -- Prolonged dislocation in WTI-WCS spreads.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: MEG has CAD206 million of cash on hand as of
December 31, 2019. The credit facility consists of a CAD800 million
revolver and a CAD500 million letter of credit facility that
matures on July 30, 2024. There is no financial maintenance
covenant unless the revolver is drawn in excess of 50%, which would
trigger a first-lien net debt/EBITDA covenant of 3.5x or less. The
next maturity is in 2023 when the 6.375% senior unsecured notes are
due.


MISSION COAL: Jones et al. Bid to Amend Suit vs Units Nixed
-----------------------------------------------------------
In the case captioned ROBERT JONES, et al., Plaintiffs, v. NATIONAL
UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA, et al., Defendants,
Civil Action No. 2:19-cv-01047-AKK (N.D. Ala.), District Judge
Abdul K. Kallon denied the plaintiffs' motion to amend their
complaint as futile and granted National Union Fire Insurance
Company of Pittsburgh, Pa. and Cliffs Mining Services Company's
motion for judgment on the pleadings. National Union's motion to
realign Oak Grove Resources, LLC and Seneca North American Coal,
LLC as plaintiffs is moot.

This action arises from a suit Robert Jones, Angelo Webster,
Clarence Oates, and David Cross commenced in Alabama state court
against Cliffs Mining, Oak Grove and Seneca after the plaintiffs
suffered injuries while working in a mine operated by these
defendants. The parties settled the underlying suit for $3 million.
At the parties' behest, the state court granted the motion and
issued an order dismissing with prejudice all of the plaintiffs'
claims against Cliffs Mining, Oak Grove, and Seneca.

After Cliffs Mining, Oak Grove, and Seneca failed to make timely
settlement payments, the plaintiffs filed alleged consent judgments
into the state court record. Counsel for those defendants and the
plaintiffs signed the alleged consent judgments, but the state
circuit court judge did not. Less than three weeks later, Oak Grove
and Seneca filed a Chapter 11 bankruptcy proceeding in the
Bankruptcy Court for the Northern District of Alabama, and filed a
suggestion of bankruptcy in the state court.  The cases were
jointly administered under the Chapter 11 case of Mission Coal
Company.  Consistent with the automatic stay imposed by 11 U.S.C.
Sec. 362(a), the state court has taken no action on the consent
judgments filed by the plaintiffs.

After the defendants' insurer, National Union failed to fully
satisfy the alleged consent judgments, the plaintiffs initiated the
action in the Circuit Court of Jefferson County, Alabama, seeking
direct payment from National Union to satisfy Cliffs Mining's, Oak
Grove's, and Seneca's obligations under the alleged judgments.

National Union removed this action to the district court on the
basis of diversity jurisdiction. While Cliffs Mining consents to
the removal, National Union did not obtain the consent of Oak Grove
and Seneca.  National Union has asked the court to find that Oak
Grove's and Seneca's consent is not required, or, alternatively, to
realign Oak Grove and Seneca as plaintiff.

National Union and Cliffs Mining also moved for judgment on the
pleadings, arguing that the alleged consent judgments do not
qualify as final judgments for purposes of Alabama's direct-action
statute. The plaintiffs opposed the motion and moved to amend their
complaint to clarify that the judgment they obtained against Cliffs
Mining, Oak Grove, and Seneca is based on the executed settlement
agreements, the state court's order of dismissal, and the alleged
consent judgments filed in the state court.

The plaintiffs filed suit against Cliffs Mining, Oak Grove, and
Seneca in the Circuit Court of Jefferson County, Alabama for
injuries they suffered in a tragic accident while working in an
underground mine operated by these defendants. The parties
ultimately settled the plaintiffs' claims for $3 million. The
parties then filed a joint motion for pro tanto dismissal in the
state court, asking the court "to enter an Order dismissing with
prejudice all of the [p]laintiffs' claims against [those]
[d]efendants, on a full and final basis, on the grounds that these
claims have been resolved." The state court granted the motion and
issued an order dismissing with prejudice all of the plaintiffs'
claims against Cliffs Mining, Oak Grove, and Seneca.

After Cliffs Mining, Oak Grove, and Seneca failed to make timely
payments required under the settlement agreement, the plaintiffs
filed alleged consent judgments into the state court record.
Counsel for those defendants and the plaintiffs signed the alleged
consent judgments, but the state circuit court judge did not. Less
than three weeks later, Oak Grove and Seneca filed a Chapter 11
Bankruptcy proceeding in the Bankruptcy Court for the Northern
District of Alabama, and filed a suggestion of bankruptcy in the
state court. Consistent with the automatic stay imposed by 11
U.S.C. section 362(a), the state court has taken no action on the
consent judgments filed by the plaintiffs.

National Union issued a commercial general liability insurance
policy to Cliffs Natural Resources, Inc., the parent corporation of
Cliffs Mining, Oak Grove, and Seneca, which allegedly afforded
coverage to those defendants for plaintiffs' claims. The policy
provides coverage of up to $3 million per occurrence, with a $3
million aggregate limit. After the filing of the alleged consent
judgments, the plaintiffs demanded payment from National Union
under the policy and pursuant to Alabama Code section 27-23-2 for
the amount remaining due under the alleged judgments. National
Union refused to pay.

Prior to filing their complaint, the plaintiffs asked the
Bankruptcy Court for relief from the automatic stay so they could
demand payment from National Union to satisfy the alleged consent
judgments against Oak Grove and Seneca and, if necessary, to
institute this action. The Bankruptcy Court did not take any action
on the motion, and nothing in the record before this court
indicates that the Bankruptcy Court has granted the plaintiffs'
request for relief. Thus, the claims asserted against Oak Grove and
Seneca violate the automatic stay and are void ab initio.
Consequently, Oak Grove and Seneca are not properly named as
defendants in this action, and National Union did not have to
obtain their consent prior to removal. As a result, National
Union's motion to realign is moot, the Court said.

National Union and Cliffs Mining contend that they are entitled to
a judgment on the pleadings because the plaintiffs' complaint and
the purported consent judgments establish that the state court has
not yet rendered a final judgment. In particular, these defendants
argue that the state court has not signed or initialed and entered
the alleged consent judgments as required by Rule 58 of the Alabama
Rules of Civil Procedure. Under that Rule, "[a] judge may render .
. . a judgment: (1) by executing a separate written document, (2)
by including the [] judgment in a judicial opinion, (3) by
endorsing upon a motion the words 'granted,' 'denied,' 'moot,' or
words of similar import, and dating and signing or initialing it,
(4) by making or causing to be made a notation in the court
records, or (5) by executing and transmitting an electronic
document to the electronic-filing system."  The District Court
noted that the state court judge has not taken any of those actions
with respect to the alleged consent judgments. Thus, the alleged
consent judgments have not been rendered by the state court judge,
nor have they been signed or initialed by the judge and entered
into the state court record by the court as required by Rule 58. As
a result, the alleged consent judgments do not qualify as final
judgments issued by the court in the plaintiffs' favor.

The plaintiffs do not dispute that conclusion. Instead, they seek
leave to amend their complaint to allege that "[f]or purposes of
the direct-action statute, [p]laintiffs obtained and recovered a
final judgment and adjudication in the underlying injury action
based on the totality of the proceedings in the underlying action,
including, but not limited to, the executed settlement/release
agreements, the May 3, 2018 Order of Dismissal and the Consent
Judgments." According to the plaintiffs, the Order of Dismissal
"equates to a 'final judgment' for purposes of § 27-23-2." The
Order of Dismissal is certainly a final order, the District Court
said. However, by its terms, it only disposed of the claims against
Cliffs Mining, Oak Grove, and Seneca; it does not find those
defendants liable to the plaintiffs or contain any determination of
the amount of their liability. In other words, the Order of
Dismissal contains nothing setting the actual financial obligations
of the insureds that National Union could be required to satisfy.
Consequently, the Order is not a final judgment the plaintiffs
could enforce against National Union under Alabama's direct-action
statute.

The plaintiffs try to avoid that conclusion by contending that the
court must consider the Order of Dismissal in light of the executed
settlement agreements that set the amount of Cliff Mining, Oak
Grove, and Seneca's liability to the plaintiffs. But, the Order
does not refer to or incorporate the settlement agreements, nor are
the confidential settlement agreements part of the state court
record, the District Court said. Similarly, the Order does not
refer to or expressly contemplate the consent judgments the
plaintiffs subsequently filed. Thus, the amount of the settlement
agreements cannot be read into the state court's Order of
Dismissal, the District Court said.

A copy of the Court's Memorandum Opinion dated Feb. 18, 2020 is
available at https://bit.ly/2I8UK9Z from Leagle.com.

Robert Jones, Angelo Webster, Clarence Oates & David Cross,
Plaintiffs, represented by Douglas Brett Turnbull , TURNBULL LAW
FIRM, Jeffrey P. Leonard -- jleonard@hgdlawfirm.com -- HENINGER
GARRISON DAVIS, LLC & Robert Edward LeMoine , TURNBULL LAW FIRM.

National Union Fire Insurance Company of Pittsburgh PA, a
Pennsylvania corporation, Defendant, represented by David A. Rich ,
DODSONGREGORY, LLP & John W. Dodson -- jwd@dodsongregory.com --
DODSON GREGORY, LLP.

Cliffs Mining Services Company Inc, a Delaware Corporation,
Defendant, represented by Barry A. Ragsdale -- bragsdale@sirote.com
-- SIROTE & PERMUTT PC & Meghan Salvati Cole , SIROTE & PERMUTT,
P.C.

                   About Mission Coal Company

Mission Coal Company LLC and its subsidiaries are engaged in the
mining and production of metallurgical coal, also known as "met"
coal, which is a critical component of the steelmaking process.
The Company is headquartered in Kingsport, Tennessee and operate
subterranean, surface, and longwall mining complexes in West
Virginia and Alabama.  The Company employs 1,075 individuals on a
full-time or part-time basis.

Mission Coal and 10 of its subsidiaries filed for bankruptcy
protection in the U.S. Bankruptcy Court for the Northern District
of Alabama (Birmingham) on Oct. 14, 2018, with Lead Case No.
18-04177.  In the petition signed by CRO Kevin Nystrom, Mission
Coal estimated assets and liabilities of $100 million to $500
million.

Daniel D. Sparks, Esq. and Bill D. Bensinger, Esq., of Christian &
Small LLP, as well as James H.M. Sprayregen, P.C., Brad Weiland,
Esq., and Melissa N. Koss, Esq., of Kirkland & Ellis LLP and
Kirkland & Ellis International LLP, serve as counsel to the
Debtors.  The Debtors also tapped Jefferies LLC as investment
banker, Zolfo Cooper LLC as financial advisor, and Omni Management
Group as notice and claims agent.

On Oct. 25, 2018, the Bankruptcy Administrator for the Northern
District of Alabama appointed the Official Committee of Unsecured
Creditors.  The Committee retained Lowenstein Sandler LLP, as
counsel; Baker Donelson Bearman Caldwell & Berkowitz, PC, as local
counsel; and Berkeley Research Group, LLC, as financial advisor.


MJJW PORTFOLIO: Plan to be Funded by Continued Operations
---------------------------------------------------------
Debtor MJJW Portfolio, Inc., filed the Second Disclosure Statement
dated March 10, 2020.  The Plan is currently on file with the
Court. C reditors will be notified by the Clerk as to the hearing
date on confirmation of the Plan and may attend such hearing.

The primary factor precipitating the Chapter 11 filing was the
foreclosure action of Eugene O'Steen on the real property located
at 5110 N. 40th Street, Tampa, FL 33610.  The Debtor had attempted
to seek third-party refinancing, but had been unable to procure a
lender prior to the scheduled foreclosure sale.

The Debtor reached a full settlement with Eugene O'Steen concerning
the treatment of his claim.  The settlement is memorialized in the
Motion to Approve Settlement Agreement with Eugene O'Steen and the
Amended Consent Order Granting Motion to Approve Settlement with
Eugene O'Steen, etc.  The Debtor has also retained an attorney to
defend it in the state court personal injury litigation against
Samarra Durham.

Pursuant to the Plan, each Holder of an Allowed Unsecured Claim
shall receive, on account of such Allowed Claim, a Pro Rata
Distribution of Cash from the Plan Trust.  To the extent the Holder
of an Allowed General Unsecured Claim receives less than full
payment on account of such Claim, the Holder of such Claim may be
entitled to assert a bad debt deduction or worthless security
deduction with respect to such Allowed Unsecured Claim.

To the extent that any amount received by a Holder of an Allowed
Unsecured Claim under the Plan is attributable to accrued but
unpaid interest and such amount has not previously been included in
the Holder's gross income, such amount should be taxable to the
Holder as ordinary interest income. Conversely, a Holder of an
Allowed Unsecured Claim may be able to recognize a deductible loss
to the extent that any accrued interest on the debt instruments
constituting such Claim was previously included in the Holder’s
gross income but was not paid in full by the Debtors.  Such loss
may be ordinary, but the tax law is unclear on this point.

The Debtor's Plan will be funded by the continued operations of the
Debtor and/or refinancing of the Debtor's post-confirmation secured
debt by third-parties.  In the event of any operational cash
shortfall, Marlon Wright and Vondalyn Crawford will assist the
Debtor with cash infusions.

A full-text copy of the Disclosure Statement dated March 10, 2020,
is available at https://tinyurl.com/u8lxcpu from PacerMonitor at no
charge.

Attorney for Debtor:

         BUDDY D. FORD, P.A.,
         Buddy D. Ford, Esquire
         Jonathan A. Semach, Esquire
         Heather M. Reel, Esquire
         9301 West Hillsborough Avenue
         Tampa, Florida 33615-3008
         Telephone: (813) 877-4669
         E-mail: All@tampaesq.com
                 Buddy@tampaesq.com
                 Jonathan@tampaesq.com
                 Heather@tampaesq.com

                     About MJJW Portfolio

MJJW Portfolio, Inc., owns in fee simple a night club known as Club
1828 in Tampa, Florida, with an appraised value of $730,000.  It
also owns in fee simple a six-unit strip mall with an appraised
value of $540,000, also in Tampa, Fla.

MJJW Portfolio sought Chapter 11 protection (Bankr. M.D. Fla. Case
No. 19-08680) on Sept. 13, 2019.  In the petition signed by Marlon
Wright, its president, the Debtor listed total assets at $1,270,420
and total liabilities at $384,207.  Buddy D. Ford, P.A., is the
Debtor's legal counsel.


MONUMENT BREWING: Unsecureds to Have 40% Recovery Over 10 Years
---------------------------------------------------------------
Debtor Monument Brewing, LLC, filed with the U.S. Bankruptcy Court
for the Middle District of Florida, Tampa Division, a Plan of
Reorganization and a Disclosure Statement on March 10, 2020.

General unsecured creditors are classified in Class 4, and will
receive an approximate distribution of 40% of their allowed claims,
to be distributed as follows: Debtor will pay $50,000 to a Plan
Pool.  Creditors in this class will receive a pro-rata distribution
in 120 monthly payments of $416.66 commencing on the first month
following Confirmation of the Plan.

The Debtor will retain his equity in the property of the bankruptcy
estate post-confirmation.

Payments and distributions under the Plan will be funded by the
income received through the continued business operations of the
Debtor or Reorganized Debtor.  The Debtor intends to retain its
current management and will continue to implement changes in its
business model for more cost-effective operations, in addition to
pursuing new sales development lines, increasing subcontractor
opportunities, and other new customer opportunities.

A full-text copy of the Disclosure Statement dated March 10, 2020,
is available at https://tinyurl.com/tjgqpjo from PacerMonitor at no
charge.

Attorney for Debtor:

         Samantha L. Dammer
         Tampa Law Advocates, P.A.
         620 E. Twiggs Street, Suite 110
         Tampa, FL 33602
         Tel: (813) 288-0303
         E-mail: sdammer@attysam.com

                    About Monument Brewing
  
Monument Brewing LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 19-10832) on Nov. 14,
2019.  At the time of the filing, the Debtor had estimated assets
of between $50,001 and $100,000 and liabilities of between $100,001
and $500,000.  The case is assigned to Judge Caryl E. Delano.  The
Debtor tapped Samantha L. Dammer, Esq., at Tampa Law Advocates,
P.A., as its legal counsel.


MOONLIGHT AUTOMOTIVE: $320K Sale of Franklin Property Approved
--------------------------------------------------------------
Judge James M. Carr of the U.S. Bankruptcy Court for the Southern
District of Indiana authorized Moonlight Automotive, Inc.'s private
sale of the commercial real estate located at 599 Earlywood Drive,
Franklin, Indiana to Scott A. Graham and Robin Michelle Graham for
$320,000, free and clear of liens, claims, interests and
encumbrances.

Except for those terms related to the Debtor's lease of the Real
Estate, all terms of the Real Estate Purchase Agreement and the
Amendment to Real Estate Purchase Agreement are approved.  In
addition, the Debtor is authorized to lease the Real Estate.

The Debtor is authorized to enter into a commercial real estate
lease with the Purchasers post-closing on a month-to-month basis
only and with monthly rents not to exceed $3,750; if the Debtor is
able to successfully confirm a plan of reorganization in the case,
then the Debtor will be authorized at that time to obligate itself
on a longer term lease with the Purchasers, the terms of which will
be included in any disclosure statement and proposed plan of
reorganization the Debtor files in the case.

The sale of the Real Estate is subject to First Financial Bank's
approval of the settlement statement prepared by the title company
responsible for the closing of the sale.

The Debtor is authorized to remit the net sale proceeds to FFB at
the Real Estate's closing, less the $5,000 to be paid to the
Debtor's counsel, Hester Baker Krebs, LLC.

The 14-day stay imposed by Rule 6004(h) of the Federal Rules of
Bankruptcy Procedures will not apply to the Order.

                   About Moonlight Automotive

Moonlight Automotive, Inc., operates as an automotive and truck
repair shop, including a machine shop to build diesel and gasoline
engines.   The company sought Chapter 11 protection (Bankr. S.D.
Ind. Case No. 19-09172) on Dec. 16, 2019.  Judge James M. Carr is
assigned to the case.  Hester Baker Krebs LLC is the Debtor's
counsel.

The Debtor listed under $500,000 in assets and under $1 million in
liabilities.


MURPHY OIL: Fitch Affirms BB+ IDR, Outlook Stable
-------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating of Murphy Oil
Corporation at 'BB+'. The Rating Outlook is Stable.

The affirmation of Murphy Oil Corporation's ratings reflects a
better focused asset portfolio with three core areas: strong credit
metrics, abundant liquidity and solid maturity profile, and
increased management attention on being FCF neutral. These
considerations are balanced by the significant environmental
remediation costs of operating in the Gulf of Mexico (GOM) compared
with U.S. onshore peers, exposure to weak natural gas prices in
Murphy's Canadian basins, minimal hedge book, and the smaller
production profile and reserve base, and the need to grow and
develop core U.S. onshore and offshore assets.

Murphy's leverage profile in terms of credit metrics is of
investment-grade quality. In Fitch's view, the company still lags
investment-grade peers in terms of FCF generation and production
and reserve size. Capital allocation has been a concern in the
past, but recent management action, including focusing on fewer
core assets and reducing exploration risk, has alleviated this
risk.

The Stable Rating Outlook reflects Fitch's view that the company
can handle the current commodity pricing pressure in the near term
given its strong liquidity profile and lack of need to access
capital markets.

KEY RATING DRIVERS

Better Focused Asset Portfolio: Following the sale of the Malaysian
assets in 2019 and the purchase of two Gulf of Mexico assets in
2018 and 2019, Murphy's production profile is now focused on three
main assets: the Gulf of Mexico (43% of 4Q 2019 production);
Canadian Onshore assets in Tupper Montney, Placid Montney, and
Kaybob Duvernay (30%): and the US Onshore primarily in the Eagle
Ford (27%). Recently, the company has been allocating the bulk of
its capital to growing production its liquids-rich assets in the
Eagle Ford and Gulf of Mexico, which offer higher realized prices
and full-cycle returns than their Canadian assets.

Ability to Withstand Lower Prices: Despite the severe drop in
commodity prices, Fitch believes that Murphy is able to withstand a
lower price environment. Leverage is relatively low with
debt/EBITDA at 1.7x as of YE 2019, the company has an undrawn $1.6
billion revolver, and the next debt maturities are not until 2022
with a portion of those bonds already addressed. Murphy also has
additional levers such as further reducing its capex and
exploration budgets and cutting its dividend.

Growing Eagle Ford Production: Murphy increased Eagle Ford
production by 23% during fourth-quarter 2019 although production
growth could slow in the current price environment. The company has
approximately 1,720 drilling locations and an inventory of slightly
less than 20 years. Near-term drilling will be focused primarily in
the Karnes and Catarina acreage, which has high oil cuts and strong
IRRs. The company did try to exploit its Tilden acreage in 2019,
and while initial production rates were strong, the estimated
ultimate recovery (EUR) was below expectations and the wells had a
lower oil cut.

Maintaining Gulf Production: Fitch anticipates GOM production to be
relatively flat over the next several years as workover and tieback
projects offset the 10%-15% natural production decline. Several
projects that are expected to come on line in 2022 and 2023 should
provide for production growth in the outer years. Despite the two
recent acquisitions, Fitch does not expect Murphy to be a
consolidator in the GOM, and, instead, will look for the company to
add opportunistically in projects close to its infrastructure. The
company could also monetize some of its existing infrastructure
investments over time.

FCF Challenged: Under Fitch's base case price deck, Murphy
generates FCF deficits in 2020 although remains relatively neutral
in outer years as the price assumptions improve. The company
remains focused on attaining FCF neutrality and capex budgets could
adjust to achieve this goal. Fitch believes the company can
generate material FCF at $55 WTI oil prices, which includes the
common dividend and dividends to non-controlling interests.
Although Fitch does not anticipate any change to the common
dividend at this time, it could be a potential liquidity mechanism
if needed.

Ample Liquidity: Murphy has an undrawn $1.6 billion revolver and
$307 million of cash as of Dec. 31, 2019. The next bond maturities
are not until 2022 when $579 million are due on two separate bonds.
The revolver matures in 2023, although Fitch believes the maturity
should be extended.

Exploration Upside: Murphy maintains a minor proportion of its
capex budget in exploration activities (less than 10% for 2020).
The current focus is on the U.S. GOM, offshore Mexico and Brazil,
with some activity in Vietnam. While Murphy focuses on improving
production on its core acreage, the exploration plan allows for
potential significant upside at limited expenditure over a long
time period. Murphy is budgeting $100 million of its publicly
announced capex spend of $1.4 billion in 2020 for exploration
efforts.

Light Hedging Position: The company has a relatively light hedging
position. Fitch estimates only 36% of Murphy's oil production is
hedged in 2020 and nothing beyond. The company also hedges
approximately 18% of its estimated natural gas production in 2020.

Murphy Oil has an ESG Relevance Score of 4 for waste and hazardous
materials management/ecological impacts, due to the enterprise-wide
solvency risks that an offshore oil spill poses for an E&P company.
This factor has a negative impact on the credit profile, and is
relevant to the rating in conjunction with other factors.

DERIVATION SUMMARY

Murphy's production of 185 mboe/d is at the low end of the range of
most investment grade issuers such as Continental Resources
(BBB-/Stable; 340mboe/d), Hess (BBB-/Stable; 311mboe/d),
Diamondback (BBB/Stable; 283 mboe/d), WPX (BBB-/Stable; pro forma
240 mboed), and Parsley Energy (BBB-/Stable; 200 mboe/d). Murphy's
netbacks are more in line with investment-grade peers due to its
high realized price somewhat offset by higher production expenses
due to its GOM exposure. Murphy's netback of $22.7 is lower than
Parsley ($26.1) and Diamondback ($26.8), in line with Continental
($23.0), and above WPX ($19.4) and Hess ($18.5).

Murphy's leverage metrics are in line with investment-grade and
high-double issuers. Debt/1P of 3.4x is at the low end of the range
of its peers, which ranges from 3.2x-4.8x. In addition,
debt/flowing production of $15,271 compares favorably to Hess
($17,412) and Diamondback ($19,126) and is in line with Parsley
($15,671) and Continental ($15,732). Offsetting the positive
leverage metrics is that Murphy has approximately $865 million of
asset retirement obligations, which is lower than Hess ($1.0
billion), but significantly higher than onshore peers, which range
from $21 million to $97 million.

KEY ASSUMPTIONS

  - WTI oil price of $38/bbl in 2020 increasing to $45.00/bbl in
2021, $50/bbl in 2022 and $52/bbl thereafter;

  - Henry Hub natural gas price of $1.85/mcf in 2020, $2.10/mcf in
2021, $2.25/mcf in 2022, and $2.50/mcf thereafter;

  - 10% production growth in 2020 from recent acquisitions, 2%
decline in 2021 from lower prices and low single digit increases as
oil prices recover;

  - Capex of $1.0 billion in 2020, declining to $900 million in
2021 and increasing in the outer years as oil prices recover;

  - Negative FCF in 2020 with FCF neutral in outer years.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Increased operational focus on core basins and the Eagle Ford
and Gulf of Mexico in terms of growing production;

  -- Clear and conservative capital allocation and financial policy
that demonstrates capital spending, shareholder return, and M&A
discipline;

  -- Adhering to management's stated policy of no more than 10% of
the capital budget in exploratory projects;

  -- Increasing production above 200,000boepd;

  -- Lease adjusted FFO-gross leverage below 2.0x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Mid-cycle debt greater than 2.5x or higher;

  -- A change in financial policy that results in capital allocated
away from core assets;

  -- Mid-cycle debt/flowing barrel above $20,000 per barrel of oil
equivalent (boe) or debt/PD reserves of more than $6.00/boe on a
sustained basis;

  -- Lease adjusted FFO-gross leverage above 2.5x.

LIQUIDITY AND DEBT STRUCTURE

Ample Liquidity: Murphy has an undrawn $1.6 billion revolver and
$307 million of cash as of Dec. 31, 2019. The next bond maturities
are not until 2022 when $579 million are due on two separate
bonds.

The revolver is a senior unsecured guaranteed facility that matures
in November 2023 and has priority over the senior unsecured notes.
Fitch believes the revolver is likely to be extended given the low
leverage and strong asset coverage.

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of 3 - ESG issues are credit
neutral or have only a minimal credit impact on the entity, either
due to their nature or the way in which they are being managed by
the entity.

Murphy Oil has an ESG Relevance Score of 4 for waste and hazardous
materials management/ecological impacts, due to the enterprise-wide
solvency risks that an offshore oil spill poses for an E&P company.
This factor has a negative impact on the credit profile, and is
relevant to the rating in conjunction with other factors.


MUSCLE MAKER: Unsecureds Get 5% Dividend Under Plan
---------------------------------------------------
Muscle Maker Grill Tallahassee, LLC, has a Chapter 11 plan that
says that equity in the reorganized company will be distributed to
a buyer in consideration for a $20,000 cash infusion to fund
Effective Date payments.

The buyer is an entity named Muscle Maker Grill of Tallahassee,
LLC.  The buyer is owned by Michael Defeudis, who works for the
Debtor and is also a former employee of the landlord.

Class 2 Secured claims of Peoples Bank & Trust Co. are impaired.
Secured claims -- Claim No. 6 of $13,958 and Claim No. 7 of $75,070
-- totaling $89,029 will be paid at six percent interest in 60
monthly installments in the amount of $1,250 beginning 30 days
after the effective date, with a balloon payment being due in the
final month in the amount of $34,124.

Class 3 Leasehold Creditor Leon County Educational Facilities
Authority d/b/a SouthGate Campus Centre is IMPAIRED.  The Debtor
will cure the lease arrearages either pursuant to an agreement with
the landlord or upon the effective date of the order granting the
lease assumption.

Class 4 General Unsecured Claims, which are impaired, will receive
a 5 percent dividend in equal quarterly payments.  The first
payment will be due on or before Sept. 30, 2020, and will continue
to become due on or before the last day of each calendar quarter
thereafter, with the last payment being due on or before Dec. 31,
2024.

A full-text copy of the Disclosure Statement dated March 9, 2020,
is available at https://tinyurl.com/vz38s24 from PacerMonitor.com
at no charge.

Attorney for the Debtor:

     Byron Wright III
     Bruner Wright, P.A
     2810 Remington Green Circle
     Tallahassee, FL 32308
     Tel: (850) 385-0342
     Fax: (850) 270-2441
     E-mail: twright@brunerwright.com

             About Muscle Maker Grill Tallahassee

Muscle Maker Grill Tallahassee LLC operates a fast casual
restaurant
that serves nutritious alternatives to traditional dishes.  It
operates a health food restaurant at 675 W Jefferson St.,
Tallahassee, FL 32304.    It leases the premises.

Muscle Maker Grill Tallahassee filed a Chapter 11 petition (Bankr.
N.D. Case No. 19-40280) on May 16, 2019, listing under $1 million
in both assets and liabilities.  Robert C. Bruner, Esq., at Bruner
Wright, P.A., represents the Debtor.


NABORS INDUSTRIES: Fitch Lowers IDR to B; on Ratings Watch Negative
-------------------------------------------------------------------
Fitch Ratings is downgrading the Issuer Default Rating for Nabors
Industries, Ltd. and Nabors Industries, Inc. (collectively, Nabors)
to 'B-' from 'BB-'. In addition, Fitch is downgrading the senior
unsecured priority guaranteed revolving credit facility due 2023 to
'BB-'/'RR1' from 'BB'/RR2', the senior unsecured guaranteed notes
to 'B-'/'RR4' from 'BB-'/'RR4' and the senior unsecured notes to
'CCC'/'RR6' from 'B+'/'RR5'. The ratings have been placed on Rating
Watch Negative.

The downgrade reflects the risk that Nabors stock may be delisted
within the next six months, which would cause a fundamental change
under the senior exchangeable notes indenture that would allow
noteholders to put the $575 million issue to the company at par.
Nabors has filed a proxy for a reverse stock split to mitigate this
issue, but under current market conditions, it is uncertain whether
the stock would remain above $1 over this time period. The company
is generating FCF and has availability to refinance the notes on
the revolver. However, this would materially weaken liquidity at
the same time that business conditions are worsening.

Nabors has favorable asset quality characteristics, a global
footprint that provides for exposure to the international market
with longer-term contracts, and a commitment to use FCF for debt
reduction. This is offset by worsening conditions in the U.S. and
international drilling rig markets, reduced funding commitments,
the need to address a looming maturity wall and credit metrics that
are weak for the current rating level. Fitch recognizes that Nabors
has taken positive steps to improve its credit profile and enhance
liquidity, including extending its revolver, repurchasing debt,
reducing capex spending and significantly cutting its dividend.
However, current industry conditions are not expected to materially
improve and capital market support is uncertain.

The Negative Rating Watch reflects the risk of addressing the
senior convertible note issue along with concerns regarding
challenging capital market access and the uncertainty of the length
and the depth of commodity price downturns. Fitch expects
exploration and production (E&P) customers will reduce drilling
significantly over 2020 and push hard for lower pricing.

KEY RATING DRIVERS

Convertible Note Put: On March 9, 2020, Nabors received an informal
communication from the New York Stock Exchange (NYSE) that if the
average closing price of its stock is less than $1.00 over a
consecutive 30-day trading period, it will receive notice of
de-listing with a six-month cure period. Nabors stock closed on
March 18 at $0.41 and has been below $1.00 since March 6. To
address the issue, the board has approved and is recommending
shareholder approval for a reverse stock split at a ratio of
1-for-15 to 1-for-50 and a proportional increase in par value for
such authorized common shares. Even if the reverse stock split is
approved, there is still a risk that the shares could trade under
$1.00 given current industry conditions.

If the stock is delisted, this would result in a fundamental change
under the senior exchangeable noted bond indenture. Under the terms
of the indenture, noteholders would have the ability to put the
bonds to the company at par. There is approximately $575 million
outstanding. Nabors could use a combination of FCF and revolver
availability to refinance the notes, although waivers may be
required under the credit facility. In addition, this would
materially reduce liquidity at a time that business conditions are
worsening.

Looming Maturity Wall: The $1 billion of notes issued in January
2020 materially reduced the maturity wall, although there are still
significant maturities to address. Nabors has $282 million of notes
and $355 million on its 2012 revolver due in 2020 as of Dec. 31,
2019, and Fitch's expectation is that a sizeable portion of these
amounts will be refinanced on the 2018 revolver. Another $255
million is due in 2021 and over $264 million is due in 2023.
According to Fitch's projections, FCF will not be sufficient to
fund these maturities, and will likely need to be refinanced
through the revolver.

Declining Liquidity: Nabors currently has two revolvers: a $663.6
million 2012 unsecured revolver due 2020 and a $1,013 million 2018
guaranteed revolver due 2023. The latter revolver was recently
amended in December 2019 with the commitment being reduced from
$1.267 billion and a net capitalization requirement replaced with a
net debt/EBITDA covenant of no greater than 5.5x (was 3.55x as of
Dec. 31, 2019), which the company is at risk to breeching if the
current low commodity price environment continues into 2021. There
is $355 million on the 2012 revolver that is expected to be
refinanced on the 2018 revolver. Fitch believes a portion of the
2020 and 2021 maturities may need to be refinanced on the 2018
revolver, which could materially reduce liquidity.

U.S. Activity Has Weakened: Nabors' U.S. lower 48 rig count has
declined to 90 in March 2020 from an average of 108 for
third-quarter 2019. Indications following announcements from many
E&P companies are that rig activity is likely to fall further
during the year. During the last commodity price downturn, Nabors
U.S. lower 48 margins declined from $12,670/day in 2015 to
$5,324/day with total U.S. EBITDA declining to $161 million in 2017
from $513 million in 2015. Nabors is somewhat buffeted by having
some of the best U.S. pad-capable rigs providing for relatively
resilient utilization and day rates. Super-spec rigs, which include
ancillary technological offerings and other value-added services,
continue to have high utilization within the industry,

International Segment Provides Stability: Nabors' international
drilling segment exhibited resilient through-the-cycle results
consistent with the average international rig count. Rig counts are
less sensitive to commodity price changes due to longer contract
terms and a customer base of generally large public and sovereign
oil companies. This segment acts as a favorable hedge to the more
volatile U.S. rig count. International margins are slightly higher
than U.S. margins, and the longer term of the contracts provide for
more clarity on future utilization.

The company's international rig count has remained steady over the
past several years, although gross margins have declined from a
combination of sales of higher margin jack-ups, the expiration of a
couple of high margin rigs, reactivation costs and operational
challenges in Latin America. Fitch anticipates moderate growth over
the forecasted period. A portion of this growth will come from
leasing rigs to a 50/50 joint venture (JV) with the Saudi Arabian
Oil Company (Saudi Aramco), as well as new contracts in Mexico and
Kuwait. Challenges remain in Colombia, where eight rigs are up for
renewed contracts in 2020, and in Venezuela, where three rig
contracts will end by early 2021 and could be affected by
sanctions.

DERIVATION SUMMARY

Fitch compares Nabor's with Precision Drilling ('B+'/'Negative'),
which is also an onshore driller with exposure to the U.S. and
Canadian markets. Nabors is estimated to have the third largest
market share in the U.S. at 12% versus Precision at 8%. Nabors
gross margins in the U.S. are higher than Precision, but this is
helped by its offshore and Alaskan rig fleet, which operates at
significantly higher margins. Precision has the highest market
share in Canada, while Nabors has a smaller position. However,
Nabors has a significant international presence, which typically
have longer-term contracts that partially negates the volatility of
the U.S. market.

Precision has better credit metrics than Nabors, with debt/EBITDA
of 3.5x compared with Nabors of 4.2x. Nabors does have more
liquidity than Precision due to its larger revolver and higher
availability. Both companies are expected to generate FCF over
their respective forecast periods and use the cash to reduce debt.

KEY ASSUMPTIONS

  -- WTI oil price of $38/(barrels) bbl in 2020 increasing to
$45.00/bbl in 2021, $50/bbl in 2022 and $52/bbl thereafter;

  -- Henry Hub natural gas price of $1.85/mcf in 2020, $2.10/mcf in
2021, $2.25/mcf in 2022, and $2.50/mcf thereafter;

  -- Revenues decline by 19% in 2020 and 14% in 2021 due to
reduction in E&P capital spending;

  -- Capex of $325 million in 2020 and $275 million in 2021 to
maintain equipment given the view that there are no upgrades or
expansions until utilization increases when prices are well above
the base case price deck;

  -- FCF is expected to be slightly negative to positive with the
expectation that any FCF proceeds will be used to reduce debt.

  -- Stress Case Price Deck:

  -- WTI oil price of $33/bbl in 2020, $37/bbl in 2021, $45.00/bbl
in 2022, and $47 long term;

  -- Henry Hub natural gas price of $1.65/mcf in 2020 and 2021,
$2.00/mcf in 2022 and $2.25/mcf long-term.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that Nabors Industries Inc. would be
reorganized as a going-concern in bankruptcy rather than
liquidated.

Fitch has assumed a 10% administrative claim.

Going-Concern (GC) Approach

Nabor's GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation.

  -- The GC EBITDA assumption for commodity sensitive issuer at a
cyclical peak reflects the industry's move from top of the cycle
commodity prices to mid-cycle conditions and intensifying
competitive dynamics.

  -- The GC EBITDA assumption equals the EBITDA estimated for 2022,
which represents the emergence from a prolonged commodity price
decline. Fitch assumes a West Texas Intermediate (WTI) oil price of
$38 in 2020, $45 in 2021m $50 in 2022, and $52 for the long term.
This represents a 31% decline to fiscal 2019 EBITDA.

  -- The GC EBITDA assumption reflects loss of customers and lower
margins, as E&P companies pressure oil service firms to reduce
operating costs.

  -- The assumption also reflects corrective measures taken in the
reorganization to offset the adverse conditions that triggered
default such as cost cutting and optimal deployment of assets.

An Enterprise Value EV multiple of 4x EBITDA is applied to the GC
EBITDA to calculate a post-reorganization enterprise value. The
choice of this multiple considered the following factors:

  -- The historical bankruptcy case study exit multiples for peer
energy companies have a wide range with a median of 6.1x. The oil
field service subsector ranges from 2.2x to 42.5x due to the more
volatile nature of EBITDA swings in a downturn. The median is
8.0x.

  -- Seventy Seven Energy Inc., a strong comparison, emerged from
bankruptcy in August 2016 with a midpoint EV of $800 million
resulting in a post-emergence EBITDA multiple of 5.6x based on 2017
forecasted EBITDA of $144 million. The company was subsequently
acquired by Patterson-UTI for $1.76 billion, resulting in a 12x
multiple based on 2017 forecasted EBITDA.

  -- Fitch used a multiple of 4.0x to estimate a value for Nabors
because of its high mix of International rigs that are not easily
mobilized.

Liquidation Approach

The liquidation estimate reflects Fitch's view of the value of
balance sheet assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors.

  -- Fitch assigns a liquidation value to each rig based on
management discussions, comparable market transaction values, and
upgrade and newbuild cost estimates.

  -- Different values were applied to top of the line Super Spec
rigs, lower value Super Spec rigs, non-Super Spec rigs, and higher

value International rigs.

  -- The GC value was estimated at $2.22 billion, or approximately
$5 million per rig.

The guaranteed credit facility is assumed to be fully drawn upon
default and is super senior in the waterfall.

The allocation of value in the liability waterfall results in
recovery corresponding to RR1 recovery for the guaranteed credit
facility ($1.013 billion),a recovery rating of 'RR3' for the
guaranteed notes that are subordinated to the guaranteed credit
facility ($1.0 billion) as well as the assumption that Nabors would
likely use capacity under the guaranteed notes covenants to issue
additional debt at this level ($1.5 billion), and a recovery
corresponding to 'RR6' for the senior unsecured guaranteed notes
($2,158 million).

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Ability to address potential senior convertible bond put
without weakening liquidity;

  -- Mid-cycle debt/EBITDA of below 3.5x on a sustained basis;

  -- Lease-adjusted FFO gross leverage less than 4.5x;

  -- A demonstrated ability to address the upcoming maturity wall
without reducing overall liquidity.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Inability to address potential senior convertible bond put
without weakening liquidity;

  -- Failure to manage FCF, reducing liquidity capacity and
increasing gross debt levels;

  -- Increasing refinancing risk impeding the ability to address
the maturity wall;

  -- Structural deterioration in rig fundamentals resulting in
weaker than expected financial flexibility;

  -- Mid-cycle debt/EBITDA above 4.5x on a sustained basis;

  -- Mid-cycle lease-adjusted FFO-gross leverage greater than
5.5x.

LIQUIDITY AND DEBT STRUCTURE

Declining Liquidity: Nabors had $436 million of cash on hand as of
Dec. 31, 2019, which included $290 million at the Saudi Aramco
joint venture. Nabors currently has two revolvers: a $663.6 million
2012 unsecured revolver due 2020 and a $1,013 million 2018
guaranteed revolver due 2023. The only financial covenant is a net
debt/EBITDA covenant of no greater than 5.5x (was 3.55x as of Dec.
31, 2019). There is $355 million on the 2012 revolver that is
expected to be refinanced on the 2018 revolver.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).


NATEL ENGINEERING: Moody's Lowers CFR & First Lien Term Loan to B3
------------------------------------------------------------------
Moody's Investors Service downgraded Natel Engineering Company,
Inc.'s corporate family rating to B3 from B2 and its probability of
default rating to B3-PD from B2-PD. Concurrently, Moody's
downgraded the company's first lien term loan to B3 from B2. The
ratings have also been placed under review for further downgrade.
The rating action reflects the deterioration in the issuer's credit
protection measures and liquidity as a result of declining
operating performance in recent quarters as well as uncertainties
with respect to Natel's near term fundamental prospects due to
macroeconomic challenges related to the coronavirus outbreak.

Moody's downgraded and placed the following ratings on review for
further downgrade:

  Corporate Family Rating -- Downgraded to B3 from B2

  Probability of Default Rating -- Downgraded to B3-PD from B2-PD

  Senior Secured First Lien Term Loan due 2026 -- Downgraded to
  B3 (LGD4) from B2 (LGD4)

Outlook Actions:

  Outlook revised to ratings under review from positive

RATINGS RATIONALE

The review for downgrade will focus on management's ability to
drive a recovery in sales and profitability following a meaningful
contraction over the prior year, materially improve its liquidity,
and increase financial flexibility under its existing maximum net
leverage ratio covenant.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. Additionally,
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial credit implications of public
health and safety which may lead to temporary closures of Natel's
manufacturing facilities or other material disruptions of
day-to-day operations. The action reflects the impact on Natel's
credit profile of the breadth and severity of this shock and the
broad deterioration in credit quality it has triggered.

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.

Natel, headquartered in Chatsworth, California, is a specialty EMS
provider with manufacturing and engineering locations across the
United States, Mexico and China, serving customers in the aerospace
and defense, industrial, and medical industries. Moody's projects
that the company will generate revenue of approximately $785
million in FY21.


NATIONAL CINEMEDIA: S&P Places 'B+' ICR on CreditWatch Negative
---------------------------------------------------------------
S&P Global Ratings placed its 'B+' issuer credit rating on National
CineMedia Inc. (NCM), as well as all of its ratings on the
company's debt on CreditWatch with negative implications.

"The CreditWatch placement reflects our expectation that the spread
of the coronavirus will hurt theater attendance over the next few
months due to closures and limitations on the size of public
gatherings. At the same time, we expect declines in consumer
spending stemming from the spread of the virus to cause declines in
national advertising spending. We believe this combination will
result in significantly lower EBITDA and cash flow in 2020 for
theater advertisers, which are paid by advertisers based on the
number of impressions they can deliver. As a result, National
CineMedia Inc.'s (NCM's) leverage could potentially increase above
our previously established 5x downgrade threshold for the current
rating," S&P said.

S&P intends to resolve the CreditWatch placement as it gets
additional information on the length of theater closures, potential
updates to the film release slate, and the effects on national
advertising spending related to the coronavirus. Its current
base-case assumption is that theaters remain closed through June.
If it expects the impact to drag on beyond June, S&P could revisit
the rating. S&P also plans to continue discussions with management
to monitor the severity of the impact and what mechanisms it's
using to offset the negative impact of the virus on the company's
performance and to establish sufficient headroom under its leverage
covenants.

"We could potentially lower the rating by more than one notch if we
believe NCM would experience a liquidity shortfall that could not
be addressed using cash on hand and availability under its
revolver," S&P said.

"Alternatively, we could affirm the current rating if we believe
that the impact to leverage and cash flow is limited to the first
half of 2020 and that leverage will return beneath our downgrade
threshold in 2021," the rating agency said.


NEIMAN MARCUS: Reportedly in Bankruptcy Talks With Lenders
----------------------------------------------------------
Luxury retailer Neiman Marcus Group Inc. is negotiating with
lenders on a Chapter 11 bankruptcy filing as it struggles to
address its $4.3 billion debt load, Bloomberg reported, citing
people familiar with the matter.

Neiman Marcus has been saddled with heavy debt, due primarily to
its 2013 leveraged buyout by Ares and Canadian Pension Plan
Investment Board from other private equity firms.

Bloomberg reported Neiman Marcus has held initials talks with
lenders about a potential bankruptcy loan that would help keep the
company running while it works out a recovery plan.

The Company did not deny that bankruptcy is on the table when
reached by The New York Post.  A company spokesperson noted that
most businesses "are facing some degree of disruption" from the
coronavirus crisis.

The news on a potential bankruptcy filing comes as the retailer
grapples with its brick and mortar stores closed due to the
coronavirus.  The Company said March 17 it will temporarily close
all Neiman Marcus, Bergdorf Goodman, and Last Call stores,
effective immediately, as the COVID-19 pandemic continues to
accelerate throughout the U.S.  The stores will remain closed
through March 31, with the potential to be extended pending future
evaluation of the situation.  The Company will provide pay and
benefits to store associates affected by store closures for the
two-week period.

Dallas, Texas-based Neiman Marcus Group is a luxury, multi-branded,
omni-channel fashion retailer conducting integrated store and
online operations under the Neiman Marcus, Bergdorf Goodman, Neiman
Marcus Last Call, and Horchow brand names.  The first Neiman Marcus
store in Downtown Dallas has been serving customers since 1907.
The Neiman Marcus Group presently operates 43 Neiman Marcus Stores
across the United States and two Bergdorf Goodman stores in
Manhattan.  The Company also operates twenty four Last Call
locations as well as three CUSP stores.  Neiman Marcus is currently
owned by the Toronto-based Canada Pension Plan Investment Board and
Los Angeles-based Ares Management.



NINE ENERGY: S&P Downgrades ICR to 'CCC+'; Outlook Stable
---------------------------------------------------------
S&P Global Ratings lowered the issuer credit rating on Nine Energy
Service Inc. to 'CCC+' from 'B-'. S&P also lowered the issue rating
on the unsecured notes due 2023 to 'CCC+' from 'B-'. The recovery
rating remains '4', reflecting its expectation of average (30%-50%,
rounded estimate: 40%) recovery in the event of a payment default.

"The downgrade reflects our view that Nine and its oilfield
services peers will be exceptionally challenged this year as many
producers cut drilling and completion expenditures by 30% or more.
Accordingly, we expect much lower revenues and margin due to
reduced activity and intense competitive pressure, even for
differentiated service lines. We believe these factors could
meaningfully diminish free cash flow while elevating Nine's gross
leverage above 5x and reducing funds from operations (FFO) to debt
to around 10%-15%, which appear unsustainable even though the
company's $400 million 8.75% senior notes do not mature until 2023.
However, we recognize Nine's near-term liquidity sources, which
include a $93 million year-end cash balance and almost $100 million
of available revolving credit," S&P said.

The stable outlook reflects the company's lack of near-term debt
maturities, low capital spending requirements, and S&P's view that
the company will maintain at least adequate liquidity over the next
12 months.

"We could lower the ratings if liquidity deteriorates or we believe
there is increased likelihood of a distressed debt exchange or
conventional default," S&P said.

"We could consider an upgrade if liquidity improves, and we no
longer view the company's capital structure as unsustainable. This
could occur if E&P spending is stronger than we currently
anticipate or if Nine's margins exceed our current expectations.
Furthermore, an upgrade would be conditional on minimal to no
probability of conventional default or a distressed debt exchange,"
the rating agency said.


NORDAM GROUP: Fitch Affirms B LT IDR & Alters Outlook to Negative
-----------------------------------------------------------------
Fitch Ratings affirmed the Long-Term Issuer Default Rating of The
NORDAM Group LLC at 'B.' Fitch has also affirmed the ratings of the
senior secured ABL facility and Term Loan B at 'BB'/'RR1.' The
Rating Outlook has been revised to Negative from Stable.

The revision of the Rating Outlook to Negative is reflective of the
risks of negative impact on maintenance, repair and overhaul (MRO)
revenue in 2020 and 2021 that is likely to occur from decreased
flight activity as a result of the coronavirus outbreak. Fitch
believes that liquidity and cash flow could be adversely affected
in a prolonged outbreak that lasts beyond late-2020.

NORDAM's rating is supported by relatively low post-bankruptcy
leverage (total debt/EBITDA) of approximately 4.2x at YE 2019, with
a commitment to deleveraging and strong strategic market position.
The emergence from Chapter 11 was achieved through The Carlyle
Group's purchase of a 45% stake in the company for $140 million and
the issuance of a $250 million term loan B, resulting in a full
recovery for NDM's creditors.

KEY RATING DRIVERS

Increased Risks of Liquidity Pressures: Fitch believes that NDM's
revenue, cash flow, and liquidity could be negatively affected in
the intermediate term as airlines limit flights and ground aircraft
due to lower air traffic amidst the coronavirus outbreak.
Commercial aircraft maintenance and repair work totals
approximately 20% of the company's revenue, and could be pressured
if air travel remains muted through the end of 2020. This could
have add-on effects on the company's financial flexibility as ABL
borrowings in 2019 reduced the company's gross liquidity.

Fitch believes NDM's current liquidity is sufficient to cover
near-term working capital growth and capex. However, this could
deteriorate significantly if cash flow remains negative in 2020.
There is also risk that the assets backing the ABL lose value, or
the company is forced to further draw on the ABL to cover
meaningful cash outflows during a potential period of weak
operational performance.

Fitch ultimately believes NDM will generate positive FCF of
approximately 1.5% to 3.0% of revenue excluding exogenous factors.
However the negative rating outlook reflects that there are
material near-term macroeconomic risks that could inhibit the path
to positive cash flow.

Adequate Financial Profile Post-Emergence: NDM's leverage and
adjusted leverage were 4.2x and 4.4x, respectively, at YE 2019
which is weaker than expected due to ABL borrowings used to cover
increased working capital and restructuring costs associated with
the bankruptcy. Fitch considers adjusted leverage of 5.5x to be the
mid-point for 'B' rated peers. Fitch expects the company's leverage
will decline moderately over the next couple years as excess cash
is used to repay borrowings. Leverage is likely to remain strong
for the rating over the rating horizon, and scale remains more of
an inhibiting factor for positive rating action.

Customer Concentration, Increasing Diversification: Fitch views the
company's customer concentration as a credit negative; however, the
blue chip nature and NDM's long term relationships with these
customers somewhat offsets the risk. Fitch estimates that the top
10 customers accounted for approximately 60% of 2019 revenue. NDM
has historically generated the majority of its revenue from the
business jet market, which has proven to be significantly more
cyclical than the commercial and military aviation markets over the
last decade, though Fitch expects the company to execute on its
plan to continue improving its business mix and diversification
over the next few years.

Small Size, Limited Scale: Fitch views NDM's size and scale as
limiting factors to its credit profile. Larger companies are able
to more easily absorb cost overruns and changes in production rates
in the face of adverse market conditions or contract terms. The
company's lack of scale ultimately led to bankruptcy when one
program, the PW800, experienced significant regulatory approval
delays. However, Fitch believes cost overruns similar to the
magnitude of those experienced between 2017 and 2018 are far less
likely to occur in the intermediate term, as the company is not
currently exposed to a contract the size of the PW800.

NDM has a healthy and visible pipeline for growth. However, the
company plans to target programs with smaller size and exposure
than the PW800, which will limit any significant improvement to
scale that would help materially mitigate individual project risk
without pursuing acquisitions.

Strategic Position: NORDAM's strategic position as a niche supplier
to the aerospace and defense industry strongly supports the 'B'
rating. The company generates approximately 70% of its
manufacturing revenue and 40% of its MRO revenue through
sole-source contracts, which provide a heightened level of
confidence in future profitability and cash flow. Contracts with
Airbus on the A320neo for an Engine Build Up system and other
military and business jet program wins are a positive development
for the company that should lead to future growth beyond Fitch's
forecast period.

DERIVATION SUMMARY

The NORDAM Group LLC is one of the smaller suppliers in Fitch's
aerospace and defense portfolio, lacking meaningful size and scale
compared to peers such as Spirit Aerosystems, Inc. (Not Publicly
Rated). The company compares well to other private aerospace
companies. NDM has a fundamentally stronger credit profile than
Sequa Corporation (B-/Stable); with significantly lower leverage
and a clear path to positive FCF generation, which is an important
factor for the rating category. Compared with StandardAero parent
Dynasty Acquisition Co., Inc., (B/Stable), NORDAM has lower
leverage and similar margins, but may experience a higher degree of
cyclicality due to its manufacturing operations.

KEY ASSUMPTIONS

  - Revenue growth in 2020 and potentially 2021 is negatively
    affected by the coronavirus outbreak as lower air travel
    results in parked aircraft and lower MRO revenue. There are
    also potential negative impacts on production ramp up and
    the company's supply chain;

  - Beyond 2021, revenue resumes growth in the mid-single digits
    as the company performs work on recent program wins and
     program ramp ups;

  - EBITDA margins remain in the low 14% range as the company
    benefits from restructuring actions taken in 2018 and 2019;
  
  - Capex, including the purchase of rotables, totals between
    3.5% to 4% of annual revenue;

  - FCF could remain negative in 2020, but is expected to be
    positive in 2021 at approximately 1.5% of annual revenue,
    and increases gradually toward 2.5% of revenue by 2022;

  - Excess cash flow is used to begin paying down the
    company's ABL balance.

RATING SENSITIVITIES

Fitch could stabilize the ratings if market conditions stabilize by
the end of 2020 without material adverse effects on the company's
credit profile and liquidity remains commensurate with the 'B'
rating level.

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- The company executes on its diversification strategy which
leads to increased size and scale;

  -- Leverage (total debt/EBITDA) sustains below 3.5x;

  -- FFO fixed-charge coverage sustains above 3.5x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- The ABL borrowing base is reduced to the point where liquidity
may be constrained;

  -- Material cash outflows from a weak MRO market or project cost
overruns lead to either sustained or material negative FCF;

  -- Leverage sustains above 4.3x;

  -- FFO fixed-charge coverage sustains below 2.0x.

LIQUIDITY AND DEBT STRUCTURE

Adequate but Susceptible Liquidity: Fitch believes that NDM has
sufficient liquidity to cover near-term expenses without additional
external sources. Liquidity as of Dec. 31, 2019 consisted of $57
million of availability on the $100 million ABL revolver and cash
of $8.6 million. The ABL borrowing base was $91 million at YE 2019,
which was further reduced by $34 million of revolver borrowings.
Fitch believes there is a material risk that prolonged weak market
conditions could lead to negative cash flow, straining liquidity.

Debt Structure: NDM's post-emergence debt consists of a $250
million term loan B and a $100 million ABL revolver. The term loan
is priced at LIBOR + 550bp with 1% annual amortization, with a
maturity date of April 2026. The ABL revolver is subject to a
pricing grid of LIBOR + 175 to 225bps depending on a fixed-charge
coverage ratio with maturity in April 2024.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).


NORTHWEST CAPITAL: Has Until May 22 to File Plan & Disclosures
--------------------------------------------------------------
Judge Jack B. Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois, Eastern Division, has ordered Debtor
Northwest Capital Holdings LLC to file Plan and Disclosure
Statement by May 22, 2020.

A full-text copy of the order dated March 10, 2020, is available at
https://tinyurl.com/t94uzoc from PacerMonitor at no charge.

                   About Northwest Capital

Northwest Capital Holdings LLC is a Single Asset Real Estate debtor
(as defined in 11 U.S.C. Section 101(51B)).  Northwest Capital
filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 20-05334) on
Feb. 27, 2020.  At the time of filing, the Debtor was estimated to
have $10 million to $50 million in assets and $1 million to $10
million in liabilities.  The case is assigned to Hon. Jack B.
Schmetterer.  The Debtor's counsel is William J. Factor, Esq.


NSK GROUP: May Use Cash Collateral Thru Apr. 29
-----------------------------------------------
Judge Deborah J. Saltzman authorized NSK Group, Inc., to use cash
collateral on an interim basis through April 29, 2020.  Hearing on
the motion is continued to April 29, 2020 at 1:30 p.m.

                     About NSK Group Inc.

NSK Group, Inc., which operates franchise restaurants in Ventura,
California and West Hills, California, filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 20-10014) on Jan. 3, 2020.  In the
petition signed by Kambiz Khalili, president, the Debtor was
estimated to have less than $50,000 in assets and $100,000 to
$500,000 in liabilities.  Judge Deborah J. Saltzman is assigned to
the case.  Bilenka Law Firm represents the Debtor.


NTASIOS FAMILY: Hires Christopher C. Alberto as Counsel
-------------------------------------------------------
Ntasios Family Realty Co., LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Massachusetts to employ
Christopher C. Alberto, Esq., as bankruptcy counsel to the Debtor.

Ntasios Family requires Christopher C. Alberto to:

   a. advise the Debtor with respect to its rights, powers and
      duties as debtor-in-possession in the continued operation
      of its business and management of its assets;

   b. advise the Debtor with respect to any plan of
      reorganization and any other matters relevant to the
      formulation and negotiation of a plan or plans of
      reorganization in the bankruptcy case;

   c. represent the Debtor at all hearings and matters pertaining
      to its affairs as debtor-in-possession;

   d. prepare, on the Debtor's behalf, all necessary, and
      appropriate applications, motions, answers, orders,
      reports, and other pleadings and other documents, and
      review all financial and other reports filed in its Chapter
      11 case;

   e. advise the Debtor with respect to, and assist in the
      negotiation and documentation of, financing agreements,
      debt and related transactions;

   f. review and analyze the nature and validity of any liens
      asserted against the Debtor's property and advise the
      Debtor concerning the enforceability of such liens;

   g. advise the Debtor regarding its ability to initiate actions
      to collect and recover property for the benefit of its
      estate;

   h. advise and assist the Debtor in connection with the
      potential sale of the Debtor's assets;

   i. advise the Debtor concerning executory contract and
      unexpired lease assumptions, lease assignments, rejections,
      restructuring and recharacterization of contracts and
      leases;

   j. review and analyze the claims of the Debtor's creditors,
      the treatment of such claims and the preparation, filing or
      prosecution of any objections to claims;

   k. commence and conduct any and all litigation necessary or
      appropriate to assert rights held by the Debtor, protect
      assets of the Debtor's Chapter 11 estate or otherwise
      further the goal of completing the Debtor's successful
      reorganization other than with respect to matters to which
      the Debtor retains special counsel; and

   l. perform all other legal services and provide all other
      necessary legal advice to the Debtor as debtor-in-
      possession which may be necessary in the Debtor's
      bankruptcy proceeding.

Christopher C. Alberto will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.

Christopher C. Alberto, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.

Christopher C. Alberto can be reached at:

     Christopher C. Alberto, Esq.
     265 Franklin Street, Suite 1702
     Boston, MA 02110
     Tel: (617) 274-5601
     E-mail chris@christopheralberto.com

                  About Ntasios Family Realty

NTasios Family Realty Company, LLC, based in Framingham, MA, filed
a Chapter 11 petition (Bankr. D. Mass. Case No. 20-40271) on Feb.
25, 2020.  In the petition signed by Arthur Ntasios, co-manager,
the Debtor was estimated to have $1 million to $10 million in both
assets and liabilities.  The Hon. Elizabeth D. Katz oversees the
case.  Christopher Alberto, Esq., serves as bankruptcy counsel to
the Debtor.




OAK HOLDINGS: S&P Alters Outlook to Negative, Affirms 'B' ICR
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B' rating on U.S.-based Oak
Holdings LLC, but revised the outlook to negative from stable.

Although Oak Holdings LLC has some leverage cushion, S&P believes
that the decline in demand for the company's products over the next
few months could be severe. The acceleration of the COVID-19
pandemic has driven many schools and sports leagues around the
country to cancel or indefinitely postpone sporting events, which
S&P believes will likely reduce the demand for the team uniforms
and dancewear Oak supplies over the next few months. S&P estimates
Oak ended 2019 with leverage in the mid-5x area, which provides
some cushion to the rating agency's 7x downgrade threshold. In
addition, S&P previously expected the company to generate almost
$30 million of free cash flow, and EBITDA interest coverage is
adequate in the mid-2x area. However, if school and event closures
as a result of the pandemic continue for an extended period of
time, S&P believes the lower demand could have a relatively
significant impact on Oak's EBITDA over the next year, possibly
causing leverage to spike above the rating agency's downgrade
threshold. S&P is uncertain how long the pandemic will last and the
magnitude of the potential near-term drop in demand.

The negative outlook reflects the possibility of a downgrade if
continued school and sporting event cancellations result in a
significant decline in demand for Oak's products, driving leverage
above 7x for a prolonged period.

"We could lower the rating on Oak if we believe its leverage will
remain above 7x or if its EBITDA interest coverage approaches the
mid-1x area. This would likely be driven by continued sporting
event cancellations and lower industry demand as a result of the
COVID-19 pandemic," S&P said.

"We could revise the outlook to stable if we have confidence that
the demand declines will be mild enough that leverage will remain
below 7x," S&P said.


OCCIDENTAL PETROLEUM: Fitch Lowers IDR to BB+, On Rating Watch Neg.
-------------------------------------------------------------------
Fitch Ratings has downgraded the Long-Term Issuer Default Rating
(IDR) of Occidental Petroleum Corp to 'BB+' from 'BBB+', and placed
its Ratings on Rating Watch Negative (RWN). Fitch has also
withdrawn the Long-Term IDRs for Anadarko Petroleum Corporation,
Anadarko Holding Company, and Kerr-McGee Corp, following the
completion of debt exchanges of all outstanding Anadarko debt for
equivalent OXY debt. In addition, Fitch has downgraded OXY's
short-term IDR and commercial paper ratings to 'B' from 'F2'.

The main driver of the downgrade is the sharp drop in oil prices,
which resulted in weaker near-term leverage metrics and cash flow
protections for OXY. More significantly, the oil price collapse has
significantly increased execution risk around remaining planned
asset sales needed to pay off pending maturities taken out to
finance the APC acquisition.

The RWN reflects the heightened event risk the company may look to
address its capital structure to alleviate current constraints if
low oil prices persist. This could happen through any of a number
of wide-ranging measures that stressed E&P companies used during
the last downturn to create liquidity and capital structure relief,
including exchanges, issuance of equity or equity-like securities,
or potentially secured debt.

To counteract the pressure from low oil prices, OXY has taken a
number of credit supportive actions recently to boost its organic
FCF generation, including cutting its dividend by 86% (saving
approximately $2.4 billion per year), and cutting 2020 capex by an
additional $1.7 billion. Despite these improvements in organic cash
generation, Fitch believes the company still requires a level of
external measures to meet its debt repayment targets.

The ratings were withdrawn with the following reason Bonds Were
Prefunded/Called/Redeemed/Exchanged/Cancelled/Repaid Early

KEY RATING DRIVERS

Higher Near-Term Leverage: Fitch's lower base case WTI oil price
deck (2020: $38/barrel, 2021: $45/barrel, 2022: $50/barrel, 2023
and the long-term: $52/barrel), along with the agency's
expectations for moderating levels of asset sales ($7.5 billion in
sales split evenly between 2020 and 2021), have pushed our
estimates for OXY's leverage above earlier levels to 3.6x in 2020,
and 2.4x in 2021. If OXY were unable to complete asset sales at
this level, metrics under Fitch's base case deck would rise to 4.0x
in 2020. Note that for purposes of calculating leverage, Fitch
assigns 50% Equity Credit for the $10 billion in Berkshire Hathaway
8% Cumulative Perpetual Preferred Stock based on the structural
features of the notes as analyzed under Fitch's "Corporate Hybrids
Treatment and Notching Criteria."

Asset Sale Risk Rises: Execution risk around the asset sales
required to achieve post-transaction de-leveraging targets has
increased. To date, the company has sold $5.5 billion in assets, as
well as FCF, to pay down $7.0 billion in debt. OXY's target of over
$15 billion in asset sales 12-24 months after closing implies $9.5
billion in incremental sales by August 2021. At the same time, the
company has put new assets on the block that are less directly
correlated to oil, including the Anadarko legacy land grant
position (5 million acres across WY, UT and CO, comprised of 1
million surface acres and rights to 4 million subsurface acres).

Dividend Cut: In response to the collapse in oil prices, OXY
announced several credit defensive measures, including an 86%
reduction in its dividend, which should reduce dividend payments
from $2.8 billion to just over $400 million on a run rate basis.
This cut equates to a $5.00/barrel reduction in the company's cost
structure, which should lower the company's break-even to the
low-to-mid $30 range, excluding cash settlements from existing
hedges. The dividend was a key overhang on the credit prior to the
cut.

Capex Reduction: OXY also cut its 2020 capex to $3.5 billion-$3.7
billion, well below the $5.2 billion-$5.4 billion level announced
in February. These cuts will increase its ability to generate
organic FCF. 2020 FCF should also be helped by OXY's 2020 hedge
position of approximately 350,000 bpd of oil with a three way
collar, with realized prices equal to Brent plus $10 at $45 or
lower. The agency thinks the company has room to shrink given its
size should it chose this route.

Deal Strengthens Long-Term Profile: To the degree the company gets
past its financing issues, the acquisition should strengthen its
business and operational profile over the long term. OXY's
post-acquisition size has more than doubled to just under 1.4
million boepd and is on par with ConocoPhillips (A/Stable). Oxy is
also the largest producer in the Permian and DJ basins, and a top
producer in the Gulf of Mexico. The ability to deploy OXY's
technological, sub-surface, and operational expertise to APC's
holdings (particularly in the Permian) is expected to create
significant value in a more normalized oil price environment by
lowering unit costs. Synergies include $1.1 billion in overhead and
opex synergies ($799 million and $83 million achieved to date),
capital synergies of $900 million, and capital reduction of over $3
billion.

Integrated Producer: OXY enjoys modest but meaningful integration
benefits through its chemicals segment (OxyChem), which has a top
three position in most basic chemicals it produces in North America
(chlorine, vinyl, PVC and caustic soda), and through its midstream
segment (gas processing plants, pipelines, CO2 infrastructure,
storage, power generation and gas marketing businesses). Chemicals
in particular have historically contributed strong FCF given their
limited reinvestment needs, which the company has been able to
redeploy elsewhere. Diversification from chemicals has dropped on a
percentage basis following the acquisition but the company has seen
increased diversification within the upstream from OXY's newly
acquired positions.

Hedging Position: To help protect cash flows in a downside
scenario, OXY has hedged a material portion of its 2020 oil
production. Currently, the company has 350,000 bpd of oil hedges in
place in the form a three-way collar ($74.16/$55/$45), Fitch views
this as incrementally favorable to the credit profile, given the
protections to cash flow it provides in 2020 but note the lack of
hedge protection in 2021.

DERIVATION SUMMARY

Rating Derivation Versus Peers: OXY's credit profile is mixed. In
terms of size and scale, at just under 1.4 million boepd, it is
among the largest independents, in line with ConocoPhillips
(A/Stable), and is significantly larger than E&Ps such as Devon
(BBB/Stable), Apache (BBB/Negative) and Marathon Oil
(BBB/Negative). Upstream diversification is also above-average, as
OXY a diverse upstream position in the Permian (#1 position), the
DJ (#1), the GOM (#4), Latin America, and Middle East countries,
which remains a differentiating factor. Integration with chemicals
and midstream also sets OXY apart from peers. At the same time,
financial flexibility is low given pending maturities due, and the
need for near-term asset sales or other measures to fully make
these repayments. No country ceiling, operating environment, or
parent-subsidiary-linkages affect the rating.

KEY ASSUMPTIONS

  - Base Case WTI oil price of $38 in 2020, $45 in 2021, $50 in
    2022, and $52 in 2023 and the long term;

  - Henry Hub natural gas prices of $1.85/mcf in 2020, $2.10/mcf
    in 2021, $2.25/mcf in 2022, and $2.50/mcf in 2023 and the
    long term;

  - Capex of $3.7 billion in 2020, $5.3 billion in 2021, $5.8
    billion in 2022 and $6.2 billion in 2023;

  - $7.5 billion in asset sales, split evenly between 2020 and
    2021 with proceeds from sales plus free cash flow applied
    to debt repayment;

  - Dividends of $1.6 billion in 2020, falling to just over
    $400 million in 2021 before rising across the forecast in
    line with a rising price deck.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  - De-risking the 2021 maturities by August of 2020, through
    incremental asset sales or other means;

  - FFO lease-adjusted leverage of approximately 2.8x on a
    sustained basis;

  - Stand-alone debt/EBITDA leverage of approximately 2.5x on a
    sustained basis;

  - Sustained improvement in oil prices supporting higher
    metrics and accelerated asset sales.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  - Failure to de-risk the 2021 maturities by August of 2020,
    through incremental asset sales or other means;

  - FFO lease-adjusted leverage above 3.2x on a sustained basis;

  - Stand-alone debt/EBITDA leverage above 2.8x on a sustained
    basis;

  - Further leg down in oil prices resulting in weaker base case
    credit metrics.

LIQUIDITY AND DEBT STRUCTURE

Adequate Near Term Liquidity: On an LTM basis, OXY's liquidity was
adequate. Cash on hand at Dec. 31, 2019 was $3.03 billion
(excluding $480 million in restricted cash), and there was no draw
on the company's committed $5.0 billion senior unsecured revolver
(maturing January 2023) for total liquidity of $8.08 billion.
However, as stated earlier, while the company has taken steps to
enhance its financial flexibility, OXY is still faced with the
issue of pending debt refinancing over the next few quarters.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).


OCTAVE MUSIC: S&P Cuts ICR to 'B-'; Ratings on Watch Negative
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on The Octave
Music Group Inc. to 'B-'; from 'B'; and its issue-level rating on
the senior secured credit facility to 'B-'; from 'B'. At the same
time, S&P placed all its ratings on CreditWatch with negative
implications.

The downgrade reflects S&P's expectation for substantial revenue
declines in the Touchtunes segment due to the coronavirus.  A
growing number of U.S. cities and states have enacted restrictions
on public gatherings to limit the spread of the coronavirus. S&P
expects these policies to hurt Octave's revenue growth in its two
product segments, Touchtunes and Playnetwork, which are exposed to
retail, bar, and restaurant clients. While S&P believes revenue
from the company's PlayNetwork solutions is less affected by
coronavirus due to subscription-based contracts with retailers, the
rating agency expects the company's Touchtunes revenue to be
substantially weakened by the expected dramatic decrease in traffic
to bars and restaurants nationwide. With fewer patrons frequenting
venues that provide access to the company's jukebox products, S&P
expects net coinage and usage of the company's machines to decrease
significantly while social distancing measures are enforced. As a
result, S&P believes consolidated revenue could decline in excess
of 10% in 2020.

The CreditWatch placement reflects the company's direct exposure to
lower foot traffic in bars and restaurants that utilize its
Touchtunes products due to government limitations on social
gatherings. These disruptions could further damage operating
performance such that cash flow is insufficient to service fixed
charges leading to an unsustainable capital structure.

"We expect to resolve the CreditWatch placement as we better
understand the duration and severity of restrictions on public
gatherings due to the coronavirus. In resolving our CreditWatch
listing, we will determine to what extent the reduced foot traffic
in bars and restaurants weakens operating performance and whether
Octave's FOCF to debt will be negligible on a sustained basis. If
we believe the company's capital structure is unsustainable, it
will breach its covenant, or that a default or distressed exchange
is likely, we could lower the rating further," S&P said.


OVINTIV INC: Moody's Affirms 'Ba1' CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service affirmed Ovintiv Inc.'s Ba1 corporate
family rating, Ba1-PD probability of default rating, Ba1 senior
unsecured notes rating and Not Prime commercial paper program ($1.5
billion) rating. The speculative grade liquidity rating remains
SGL-2. The outlook was changed to stable from positive.

The senior unsecured notes issued by Ovintiv Canada ULC and assumed
by Ovintiv Inc. were affirmed at Ba1. The rating outlook was
changed to stable from positive. Moody's also affirmed a Not Prime
rating to Ovintiv Canada ULC's $1B commercial paper program, which
is guaranteed by Ovintiv Inc.

The senior unsecured notes issued by Ovintiv Exploration Inc. were
also affirmed at Ba1. The rating outlook was changed to stable from
positive.

"The affirmation change and stable outlook reflects Ovintiv's
ability to withstand low oil & gas prices in the near-term due to
its good liquidity and sufficient commodity hedges", said Paresh
Chari Moody's analyst. "However, an extended period of low
commodity prices will still hurt the company's credit profile."

Affirmations:

Issuer: Ovintiv Inc.

  Corporate Family Rating, Affirmed Ba1

  Probability of Default Rating, Affirmed Ba1-PD

  Gtd Senior Unsecured Commercial Paper, Affirmed NP

Issuer: Alberta Energy Company Limited (assumed by Ovintiv Canada
ULC)

  Senior Unsecured Regular Bond/Debenture, Affirmed Ba1 (LGD4)

Issuer: Ovintiv Canada ULC (assumed by Ovintiv Inc.)

  Gtd Senior Unsecured Commercial Paper, Affirmed NP

  Gtd Senior Unsecured Regular Bond/Debenture, Affirmed Ba1 (LGD4)
  (assumed by Ovintiv Inc.)

Issuer: Ovintiv Exploration Inc.

  Gtd Senior Unsecured Regular Bond/Debenture, Affirmed Ba1 (LGD4)

Outlook Actions:

Issuer: Ovintiv Canada ULC

  Outlook, Changed To Stable From Positive

Issuer: Ovintiv Exploration Inc.

  Outlook, Changed To Stable From Positive

Issuer: Ovintiv Inc.

  Outlook, Changed To Stable From Positive

RATINGS RATIONALE

Ovintiv's significant hedge protection and decision to quickly
reduce capex will help protect its credit metrics in 2020 in a low
oil price environment. The stable outlook reflects this, and the
company's good liquidity and resilience if the oil price downturn
extends into 2021. Ovintiv's low operating costs and solid finding
and development costs will provide strength in a prolonged
downturn.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to consumer demand and oil. Moody's regards
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the limited impact on Ovintiv's credit quality
of the breadth and severity of the oil demand and supply shocks,
and the company's resilience to a period of low oil prices.

Ovintiv's Ba1 CFR benefits from (1) a sizeable production and
proved reserves base; (2) diversification across several North
American basins and across several products; (3) a solid leveraged
full-cycle ratio remaining above 2x due to low F&D costs which
reflects Ovintiv's operational excellence; and (4) a good liquidity
profile. Ovintiv is challenged by (1) high leverage in a low oil
price environment; and (2) a large capital spend to maintain
production due to the high shale decline rates.

Ovintiv has good liquidity (SGL-2). At December 31, 2019 Ovintiv
had $190 million of cash and $3.3 billion available under its $4
billion revolving credit facilities maturing in 2024, after about
$700 million of commercial paper outstandings. Moody's expects
around breakeven free cash flow through 2020, with any shortfall
funded under the revolver. It expects Ovintiv to be in full
compliance with its sole financial covenant requiring debt to
capitalization to be under 60%. Ovintiv has US$600 million of debt
maturing in November 2021 and US$750 million in January 2022.

The stable outlook reflects its expectation that credit metrics
will remain in-line for the rating and that the company has good
liquidity to manage through the oil price downturn.

The ratings could be upgraded if Ovintiv successfully integrates
Newfield while maintaining retained cash flow to debt above 40%;
LFCR remains above 1.5x; and PD reserve life exceeds 5 years.

The ratings could be downgraded if retained cash flow to debt falls
below 20%,while LFCR falls below 1.0x.

The senior unsecured notes are rated Ba1, at the CFR, as all the
debt in the capital structure is unsecured. Ovintiv Inc. fully and
unconditionally guaranteed the debt issued by Ovintiv Exploration
Inc. and Ovintiv Exploration Inc. fully and unconditionally
guaranteed the debt assumed by Ovintiv Inc. Ovintiv Canada ULC also
provides guarantees to Ovintiv Inc. and Ovintiv Exploration Inc.

Denver Colorado-based Ovintiv Inc. is one of the largest North
American independent exploration and production companies, with Q4
2019 production of 593,000 barrels of oil equivalent per day.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.


PAINTER SANTA: $9M Sale of Sante Fe Springs Bldg. Approved
----------------------------------------------------------
Judge Julia W. Brand of the U.S. Bankruptcy Court for the Central
District of California authorized Painter Santa, LLC's sale of its
principal asset, an industrial building located at 10329 Painter
Avenue, Sante Fe Springs, California, to M. Parkinson & Co., Inc.,
for $9.05 million, cash.

M. Parkinson has instructed the Debtor that it is designating MDP
Properties, LLC, an entity that it owns and controls, as the entity
that will be the actual purchaser of the Property.

B.H. Management has agreed to be the Back-Up Bidder for the
Property at a purchase price of $8.5 million, if M. Parkinson fails
to close on the sale of the Property by the deadline to consummate
the Sale Transaction as defined in the Bidding Procedures Order.

The sale is free and clear of any and all Interests, with such
Interests to attach to the Net Sale Proceeds.

The terms of the Purchase Agreement, except as otherwise expressly
provided in the Order, are approved.

The Sale Proceeds will be disbursed from escrow per the terms of
the Purchase Agreement and the Order.   

The Debtor is authorized to and will cause to be paid from escrow
at the closing of the sale, from the proceeds of sale, any
customary costs of sale and undisputed claims secured by valid
liens against the Property, including without limitation, (i) a
brokerage commission to the Debtors real estate broker, R. Scott
Martin and Ryan Campbell of NAI Capital, equal to 4% of the
purchase price; (ii) all outstanding property taxes due on the
Property; (iii) the Lenders' Payments; (iv) any other undisputed
claim amounts secured by the Property, including without
limitation, those amounts due to Heritage Park Industrial
Association, the industrial park of which the Property is a part,
for unpaid common area maintenance charges; and (v) the Breakup Fee
of $200,000 to B.H. as an expense of administration of the Debtors
bankruptcy estate.  

In accordance with their agreement to release or withdraw the Lis
Pendens, the Goodness Parties will deliver into escrow a release or
withdrawal of the Lis Pendens acceptable to the Debtor and Buyer.
Such release or withdrawal will be filed and recorded by escrow in
the Los Angeles County Recorder's Office in connection with the
closing of the sale of the Property.  If, for whatever reason, the
release or withdrawal of the Lis Pendens is not timely recorded,
the Lis Pendens is deemed by the Order to be without force or
effect for any and all purposes.

The Debtor anticipates that the closing of the sale is expected to
take place on Feb. 28, 2020.  On the Closing Date, the Debtor will
cause to be paid from escrow the following amounts to Lenders: (i)
the First Lien Lender will be paid $5.5 million for principal,
$371,250 for regular interest, $507,750 for default interest,
$8,762 for foreclosure fees and $27,500 representing attorneys'
fees and costs; and (ii) the Second Lien Lender will be paid
$600,000 for principal, $63,675 for regular interest, $33,150 for
default interest, $6,378 for foreclosure fees and $27,500
representing attorneys' fees and costs.

In addition to the Lenders' Payments and as expressly part of the
Closing Payments, the Debtor will cause escrow to reserve $35,000
on behalf of the Lenders to be held continuously in escrow and
without distribution to any person(s) or party until escrow
receives written instructions signed by both Lenders and the Debtor
or pursuant to Court order.  Any expense associated with escrow's
maintenance of such reserve will be borne exclusively by the
Lenders, without any right of reimbursement against the Debtor or
the Net Sale Proceeds.   

In the event the sale does not close on the Closing Date, the
amount of the Lenders' Payments will be adjusted (downward or
upward depending upon whether the actual close occurs before Feb.
28, 2020, respectively) in accordance with the following daily rate
of default interest: (i) the daily default interest associated with
the First Lien Lender is not less than $2,750 per day; and (ii) the
daily default interest associated with the Second Lien Lender is
not less than $300 per day.

In accordance with their agreement regarding the Personal Property,
effective as of Feb. 8, 2020, the Goodness Parties surrendered and
abandoned the Personal Property and had no further interest in the
Personal Property.

The Good Faith Deposit of B.H. will remain in escrow pending the
closing of the sale of the Property to MDP.  Upon the closing of
the sale to MDP, but in no event later than March 3, 2020, unless
B.H. is purchasing the Property as the Back-Up Bidder, escrow will
return to B.H. its Good Faith Deposit of $850,000.  If the Good
Faith Deposit was maintained in an interest-bearing account, B.H.
also will receive any interest attributable to the Good Faith
Deposit while held in such account.

In the event that MDP fails to close the transaction contemplated
in the Purchase Agreement by reason of any failure of performance,
breach or default by MDP, then (a) M. Parkinson's Good Faith
Deposit will be forfeited to the Debtor and its estate as
liquidated damages and (b) the Debtor will be authorized to close
on a sale of the Property with B.H. as Back-up Bidder, without
notice to any other party or further Court order.

If the Debtor decides to close with B.H. under such circumstances,
the Debtor and B.H. will have an additional 10 calendar days to
close the sale.  If, under such circumstances, B.H. fails to close
the transaction contemplated in its purchase agreement by reason of
any failure of performance, breach or default by B.H., then B.H.'s
Good Faith Deposit will be forfeited to the Debtor and the
bankruptcy estate as liquidated damages.

Notwithstanding Bankruptcy Rule 6004(h) or other similar bankruptcy
rule that would delay the immediate implementation of the Order,
the Order will be effective and enforceable immediately upon entry
and will not be subject to any stay as provided therein.  Unless
explicitly stated otherwise herein, the provisions set forth in the
Order will be self-executing.

An auction for the Property on Feb. 14, 2020 at 10:00 a.m. (PT) A
Sale Hearing was held on Feb. 20, 2020 at 10:00 a.m.  

                     About Painter Santa

Painter Santa LLC is a Single Asset Real Estate debtor (as defined
in 11 U.S.C. Section 101(51B)).

Painter Santa filed for Chapter 11 bankruptcy protection (Bankr.
C.D. Cal. Case No. 19-24103) on Dec. 3, 2019.  In the petition
signed by Aaron Badart, managing member.  In its petition, the
Debtor was estimated to have $1 million to $10 million in both
assets and liabilities.  The Hon. Julia W. Brand oversees the case.
The Debtor is represented by David B. Zolkin, Esq., at Zolkin
Talerico LLP.


PARTY CITY HOLDINGS: S&P Cuts ICR to 'CCC+'; Outlook Negative
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Elmsford,
N.Y.-based party goods retailer and wholesaler Party City Holdings
Inc. to 'CCC+' from 'B', which reflects its view of the company's
substantially weakened earnings prospects and sizable upcoming term
loan maturity in 2022.

At the same time, S&P lowered its issue-level rating on the
company's term loan to 'B-' from 'B+' and its issue-level rating on
the company's senior notes to 'CCC-' from 'CCC+'. S&P's '2'
recovery rating on the term loan and '6' recovery rating on the
senior notes remain unchanged.

"The downgrade reflects our view that Party City's operating
prospects this year are substantially worsened by the coronavirus
pandemic, following a weak fourth quarter which highlights ongoing
operational challenges faced by the company. Therefore, we believe
it is increasingly likely that Party City will face difficulty in
refinancing its debt at par," S&P said.

The negative outlook reflects the substantial risks to Party City's
operating performance given its weak results in the second half of
2019, the continued challenges and execution risk it is facing as
management works to execute their strategic initiatives, and the
anticipated substantial decline in its demand due to the
coronavirus outbreak.

"We could lower our rating on Party City if we see an increased
likelihood of default in the next 12 months. This could occur if
the company's performance does not improve materially in advance of
the maturity of its term loan due in 2022, which would lead us to
believe that a refinancing at par is unlikely. We could also lower
the rating if we believe it is increasingly likely that the company
will buy back its debt at below par," S&P said.

"We could raise our ratings on Party City or revise our outlook to
stable if we believe that the company will likely refinance its
2022 term loan at par. This could occur if the macroeconomic
situation improves and the company's operating performance
stabilizes, leading it to sustain leverage of less than 6x," the
rating agency said.


PDC BEAUTY: S&P Alters Outlook to Negative, Affirms 'B' ICR
-----------------------------------------------------------
S&P Global Ratings revised its outlook to negative from stable and
affirmed its 'B' issuer credit rating on U.S.-based PDC Beauty &
Wellness Co.

The outlook revision reflects the increasing risk to the company's
operating performance due to the high probability of weakening
demand amid the spread of coronavirus and a global recession.

The negative outlook reflects the potential for a lower rating in
the next few quarters if the company's operating performance
declines materially due to lower demand, causing debt to EBITDA
sustained above 7x.

"We could lower our ratings if the demand for the company's
products weakened significantly due to the disruption in
discretionary consumer spending amid coronavirus pandemic and
global recession, leading to a material decline in EBITDA and free
cash flow generation and debt to EBITDA sustained above 7x," S&P
said.

"We could revise the outlook to stable if the company could absorb
the negative impact and its business model showed resistance and
sustained revenue and profits and reduced debt to EBITDA to below
the mid-5x area," S&P said.


PERFECT BROW: Court Approves Disclosure Statement
-------------------------------------------------
Judge Donald R. Cassling of the U.S. Bankruptcy Court for the
Northern District of Illinois, Eastern Division, approved the
Disclosure Statement on a final basis for the First Amended Joint
Chapter 11 Liquidating Plan filed by Perfect Brow Art, Inc. and its
Affiliated Debtors.

The Court found that the Disclosure Statement contains adequate
information after having reviewed the Disclosure Statement and due
deliberation and sufficient cause appearing therefor.

A full-text copy of the order dated March 10, 2020, is available at
https://tinyurl.com/w8asyrk from PacerMonitor at no charge.

Counsel to Debtors:

        Harold Israel
        Jamie L. Burns
        Levenfeld Pearlstein, LLC
        2 N. LaSalle St., Ste. 1300
        Chicago, IL 60602
        Phone: (312)346-8380

                    About Perfect Brow Art

Perfect Brow Art, Inc., a company based in Highland Park, Ill., and
its affiliates sought Chapter 11 protection (Bankr. N.D. Ill. Lead
Case No. 19-01811) on Jan. 22, 2019. In the petitions signed by
Elizabeth Porikos-Gorgees, president and sole shareholder, Perfect
Brow Art was estimated to have $1 million to $10 million in both
assets and liabilities while its affiliate P.B. Art Franchise
estimated assets of less than $50,000 and liabilities of less than
$500,000.

Judge Carol A. Doyle oversees the cases.  

The Debtors tapped Goldstein & McClintock LLLP as their bankruptcy
counsel, and Stretto as their claims and noticing agent.

The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on Feb. 13, 2019. The committee tapped Sugar
Felsenthal Grais & Helsinger LLP as its legal counsel.


PERFORMANCE FOOD: S&P Cuts ICR to 'B+'; Ratings on Watch Negative
-----------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Performance
Food Group Inc. (PFG) to 'B+' from 'BB-' and its issue-level rating
on its senior unsecured debt to 'B' from 'B+'.

PFG's sales and profits will decline materially over at least the
near term.  It is likely that there will be more event
cancellations and closures of restaurants, schools, and other
institutions, at least in the near term. The heightened emphasis on
social distancing could also lead to reduced restaurant traffic
even if the closures are short-lived. Therefore, we expect PFG's
revenue to decline significantly in calendar year 2020, though the
extent of the pandemic's effects on the company's EBITDA, cash flow
generation, and liquidity remain uncertain," S&P said.

Pro forma for its recent acquisition of Reinhart Foodservice, S&P
estimates that PFG's leverage was about 4.5x. However, the
company's leverage could approach or exceed the double-digits in
the next few quarters due to the potentially rapid deterioration in
its EBITDA. S&P also believes the company has over $1.3 billion in
borrowing capacity under its asset-based lending (ABL) revolver,
though its availability could shrink significantly as its revenue,
and consequently its receivables, decline.

"The CreditWatch negative placement reflects the potential that we
will downgrade PFG over the next few months. However, given the
uncertainty about the duration of the outbreak, including the
potential for it to reoccur after the summer, our ratings on the
company could remain on CreditWatch for a longer-than-normal
period. We expect to resolve the CreditWatch placement after we
assess the severity and duration of the impact of COVID-19 on PFG's
liquidity position and credit metrics," S&P said.


PG&E CORP: Pleads Guilty to Involuntary Manslaughter in Camp Fire
-----------------------------------------------------------------
Pacific Gas and Electric Company on March 23, 2020, announced it
has resolved all state charges related to the 2018 Camp Fire
through a plea agreement with the Butte County District Attorney.
Under that agreement, PG&E will plead guilty to 84 counts of
involuntary manslaughter and one count of unlawfully starting a
fire stemming from the 2018 Camp Fire.  The company will pay the
maximum of approximately $4 million in fines including the expenses
related to the District Attorney's investigation.  In addition,
PG&E has agreed to fund efforts to restore access to water for the
next five years for residents impacted by the loss of the Miocene
Canal, which was destroyed by the fire.  This agreement is subject
to approval by both the Butte County Superior Court and the
Bankruptcy Court.

PG&E Corporation CEO and President Bill Johnson said: "On November
8, 2018, the Camp Fire destroyed the towns of Paradise and Concow,
impacted Magalia and other parts of Butte County and took the lives
of more than 80 people. Thousands lost their homes and businesses.
Many others were forced to evacuate and leave their lives behind.
Our equipment started the fire. Those are the facts, and with this
plea agreement we accept responsibility for our role in the fire.

"We cannot change the devastation or ever forget the loss of life
that occurred.  All of us at PG&E deeply regret this tragedy and
the company's part in it.  We have previously acknowledged our role
in the Camp Fire.  Since the fire, we have worked side-by-side with
Butte County residents and public officials to help the Paradise
region recover and rebuild.  That work continues today, and we are
doing everything we can to make things right.  We cannot replace
all that the fire destroyed, but our hope is that this plea
agreement, along with our rebuilding efforts, will help the
community move forward from this tragic incident.

"Today's charges underscore the reality of all that was lost, and
we hope that accepting those charges helps bring more certainty to
the path forward so we can get victims paid fairly and quickly.
PG&E previously reached settlements with all groups of victims from
wildfires in 2015, 2017 and 2018, totaling approximately $25.5
billion.  This amount includes payment for all claims from
individuals impacted by the Camp Fire and reimbursement for claims
by Butte County agencies.  We are working diligently to get our
Plan of Reorganization approved by the Bankruptcy Court as soon as
possible, so that we can get victims paid.

"The action we took today is an important step in taking
responsibility for the past and working to create a better future
for all concerned.  We want wildfire victims, our customers, our
regulators and leaders to know that the lessons we learned from the
Camp Fire remain a driving force for us to transform this company.
We have changed and enhanced our inspection and operational
protocols to help make sure this doesn't happen again. Every single
day, we have thousands of dedicated employees who are working
diligently to harden the system, reduce the risk of wildfire and
help deliver safe, reliable energy to our customers. We will emerge
from Chapter 11 as a different company prepared to serve California
for the long term."

Since the 2018 Camp Fire, PG&E has taken many additional safety
actions and implemented a risk-based, comprehensive approach to
reduce wildfire risks including enhanced inspections of the
company's electric system, additional vegetation management and new
operational protocols with short-, medium- and long-term plans to
make its system safer. PG&E said its goal is to help keep customers
and communities safe across its service territory, including those
in Butte County.

                    About PG&E Corporation

PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.

As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.

PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp. Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical Workers;
(ii) the Engineers and Scientists of California; and (iii) the
Service Employees International Union.

On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).

PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018. The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.

Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are
serving as PG&E's legal counsel, Lazard is serving as its
investment banker and AlixPartners, LLP is serving as the
restructuring advisor to PG&E. Prime Clerk LLC is the claims and
noticing agent.

In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as Chief Restructuring Officer.  In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities. Morrison &
Foerster LLP, as special regulatory counsel. Munger Tolles & Olson
LLP, as special counsel.

The Office of the U.S. Trustee appointed an official committee of
creditors on Feb. 12, 2019.  The Committee retained Milbank LLP as
counsel; FTI Consulting, Inc., as financial advisor; Centerview
Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.

On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants.  The tort claimants' committee is represented by
Baker & Hostetler LLP.


PRECISION DRILLING: Fitch Affirms 'B+' IDR & Alters Outlook to Neg.
-------------------------------------------------------------------
Fitch Ratings affirmed Precision Drilling Corporation's (NYSE:
PDS/TSE: PD) Long-Term Issuer Default Rating at 'B+'. In addition,
Fitch has affirmed the rating on Precision's senior secured
revolver at 'BB+'/'RR1', and has downgraded the senior unsecured
notes to 'B+'/'RR4' from 'BB-'/'RR3'. The downgrade of the senior
unsecured notes reflects lower recovery prospects based on
estimated earnings during a downturn and lower rig values. The
Rating Outlook has been revised to Negative from Stable.

Despite the material decline in commodity prices and the expected
decrease of drilling activities and margins, Precision's strong
credit metrics, ability to generate FCF in a stressed environment,
lack of near-term maturities and abundant liquidity, provides
levers to survive the current commodity price decline. This is
offset by the exposure to Canadian drilling, which is likely to be
weaker than forecast during the year, and the limited ability to
access capital markets.

The Negative Outlook reflects challenging capital market access and
the uncertainty of the length and the depth of commodity price
downturns. Precision's financial policy has been relatively
conservative, which provides it the ability to withstand
significantly lower commodity prices. Nevertheless, if prices
remain lower for a prolonged period, Precision may need to defer
increasing capital to maintain its rigs. If commodity prices were
to stabilize at higher rates, Fitch would consider a positive
rating action.

KEY RATING DRIVERS

Strong Credit Attributes: Precision is in a strong position to
handle the potential reduction in drilling activity. The company
has an undrawn USD500 million revolver; there are no significant
maturities due until the end of 2023, and Fitch anticipates the
company will be free cash flow positive over the forecasted period
that mimics the 2015-2107 oil price downturn history. In such a
scenario, leverage ratios are expected to exceed ratings
sensitivities, but those ratios should drop dramatically as oil
prices rebound and excess FCF is used to reduce absolute debt.

Although Precision is expected to test downgrade sensitivities on
leverage metrics under Fitch's base case, this should be mitigated
by the expected generation of free cash flow and strong liquidity,
which allows the company to return to stronger metrics in an
eventual upturn.

Leading Share in Canada: Precision has a leading market share in
Canada with approximately 31% of active rigs in key Canadian
basins. Fitch anticipates drilling activity will decline in line
with the reduction of commodity prices. However, Precision should
hold market share, which should negate a portion of the decline in
market share and margins.

Volatile U.S. Operations: The U.S. operations have been
historically more volatile than the Canadian contribution. Fitch
estimates that Precision has the fourth largest market share,
although it has grown over the past several years. Precision's top
10 customers are primarily large operators with strong credit
metrics, which should allow for reduced counterparty risk during a
prolonged downturn.

Lower Capex Requirements: Initial guidance for capex was CAD95
million; however, under the current oil price environment, Fitch
believes there is room to reduce this spending materially and
expect overall spending is expected to be in the CAD55 million to
CAD65 million range, which should allow for positive FCF generation
during a low commodity price environment.

DERIVATION SUMMARY

Precision's primary peer is Nabors Industries ('B-'/Negative
Watch), which is also an onshore driller with exposure to the U.S.
and Canadian markets. Nabors is estimated to have the third largest
market share in the U.S. at 12% versus Precision at 8%. Nabors
gross margins in the U.S. are higher than Precision's, but are
helped by their offshore and Alaskan rig fleet, which operate at
significantly higher margins. Precision has the highest market
share in Canada, while Nabors has a smaller position. However,
Nabors has a significant international presence, which typically
means longer-term contracts that partially negate the volatility of
the U.S. market.

Precision has better credit metrics than Nabors, with 3.5x
debt/EBITDA compared with Nabors' 4.2x. Nabors has more liquidity
than Precision due to its larger revolver and higher availability.
Both companies are expected to generate free cash flow over their
respective forecast periods and utilize the cash to reduce debt.

KEY ASSUMPTIONS

  -- WTI oil price of USD38/bbl in 2020 increasing to USD45.00/bbl
     in 2021, USD50/bbl in 2022 and USD52/bbl thereafter;

  -- Henry Hub natural gas price of USD1.85/mcf in 2020,
     USD2.10/mcf in 2021, USD2.25/mcf in 2022, and USD2.50/mcf
     thereafter;

  -- Revenues decline by 16% in 2020 and 27% in 2021 due to
     reduction in E&P capital spending;

  -- Capex of USD65 million in 2020 and USD60 million in the
     long-term to maintain equipment given the view that there
     are no upgrades or expansions until utilization increases
     when prices are well above the base case price deck;

  -- Free cash flow is expected to remain positive with the
     expectation that proceeds will be used to reduce debt.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that Precision Drilling Corp. would
be reorganized as a going-concern in bankruptcy rather than
liquidated.

Fitch has assumed a 10% administrative claim.

Going-Concern (GC) Approach

Precision's GC EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganization EBITDA level upon which Fitch
bases the enterprise valuation.

  -- The GC EBITDA assumption for commodity sensitive issuer at a
cyclical peak reflects the industry's move from top of the cycle
commodity prices to mid-cycle conditions and intensifying
competitive dynamics.

  -- The GC EBITDA assumption equals the EBITDA estimated for 2022,
which represents the emergence from a prolonged commodity price
decline. Fitch assumes a WTI oil price of USD38 in 2020, USD45 in
2021m USD50 in 2022, and USD52 for the long-term. This represents a
31% decline to fiscal 2019 EBITDA.

  -- The GC EBITDA assumption reflects loss of customers and lower
margins, as E&P companies pressure oil service firms to reduce
operating costs.

  -- The assumption also reflects corrective measures taken in the
reorganization to offset the adverse conditions that triggered
default such as cost cutting and optimal deployment of assets.

  -- An EV multiple of 5x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considered the following factors:

  -- The historical bankruptcy case study exit multiples for peer
energy companies have a wide range with a median of 6.1x. The
oilfield service subsector ranges from 2.2x to 42.5x due to the
more volatile nature of EBITDA swings in a downturn. The median is
8.0x.

  -- Seventy Seven Energy Inc., a strong comparison, emerged from
bankruptcy in August 2016 with a midpoint EV of USD800 million
resulting in a post-emergence EBITDA multiple of 5.6x based on 2017
forecasted EBITDA of USD144 million. The company was subsequently
acquired by Patterson-UTI for USD1.76 billion, resulting in a 12x
multiple based on 2017 forecasted EBITDA.

  -- Fitch uses a multiple of 5.0x to estimate a value for
Precision because of its high mix of Canadian rigs, weaker
competitive position in the US, and relative mix of non-Super Spec
rigs.

Liquidation Approach

The liquidation estimate reflects Fitch's view of the value of
balance sheet assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors.

  -- Fitch assigns a liquidation value to each rig based on
management discussions, comparable market transaction values, and
upgrade and newbuild cost estimates.

  -- Different values were applied to top of the line Super Spec
rigs, lower value Super Spec rigs, non-Super Spec rigs, and higher
value International rigs.

  -- The GC value was estimated at CAD1.092 billion, or
approximately CAD4 million per rig.

The secured credit facility is assumed to be fully drawn upon
default and is super senior in the waterfall.

The allocation of value in the liability waterfall results in
recovery corresponding to 'RR1' recovery for the secured credit
facility (CAD665 million) and a recovery corresponding to 'RR4' for
the senior unsecured guaranteed notes (CAD1,445 million).

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Demonstrated commitment by management to lower gross debt
levels;

  -- Ability to maintain a competitive asset base in a
credit-conscious manner;

  -- Improved liquidity and financial flexibility outlook;

  -- Mid-cycle gross debt/EBITDA below 4.5x on a sustained basis.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Failure to manage FCF that reduces liquidity and debt
reduction capacity;

  -- Deteriorating bank group relationships that result in
increasing covenant pressure or reduced liquidity;

  -- Structural deterioration in rig fundamentals that results in
weaker than expected financial flexibility;

  -- Mid-cycle gross debt/EBITDA above 5.5x on a sustained basis.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: Precision had CAD74 million of cash on hand as
of Dec. 31, 2019 and an undrawn USD500 million revolver. There are
no significant maturities due until the end of 2023, and Fitch
anticipates the company will be free cash flow positive over the
forecasted period that mimics the 2015-2107 oil price downturn
history.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).


QEP RESOURCES: Moody's Lowers CFR to B2, Outlook Negative
---------------------------------------------------------
Moody's Investors Service downgraded QEP Resources, Inc.'s
Corporate Family Rating to B2 from Ba3, Probability of Default
Rating to B2-PD from Ba3-PD, and senior unsecured notes ratings to
B2 from Ba3. The Speculative Grade Liquidity rating was also
downgraded to SGL-3 from SGL-2. The rating outlook remains
negative.

"While QEP is well hedged for 2020, the sharp decline in global oil
and natural gas prices and heightened refinancing risk on its
near-term maturities offsets the benefits from its two-basin
presence and good 2020 credit metrics," said Arvinder Saluja,
Moody's Vice President.

Downgrades:

Issuer: QEP Resources, Inc.

  Probability of Default Rating, Downgraded to B2-PD from Ba3-PD

  Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
  SGL-2

  Corporate Family Rating , Downgraded to B2 from Ba3

  Senior Unsecured Notes, Downgraded to B2 (LGD4) from Ba3 (LGD4)

Outlook Actions:

Issuer: QEP Resources, Inc.

  Outlook, Remains Negative

RATINGS RATIONALE

The rating actions reflect the deterioration in global oil & gas
commodity prices and the large amount of debt maturities that North
American hydrocarbon producers, including QEP, have over the next
several years. The weak commodity price backdrop makes more urgent
the company's need to proactively address significant maturities
coming due in 2021-2023.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the decline
in oil & gas commodity prices resulting from both the broad decline
in demand for refined products (including gasoline, diesel, and jet
fuel) as well as the lack of an agreed on production policy by
OPEC+ announced in early March that is resulting in an increase in
production. More specifically, QEP's credit profile is vulnerable
to shifts in market sentiment in these unprecedented operating
conditions and QEP remains vulnerable to the outbreak continuing to
spread and oil prices remaining weak. Moody's regards the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the impact on QEP of the breadth and severity
of the shock, and the uncertainty over when oil & gas prices might
recover.

QEP's B2 CFR is challenged by its high capital intensity, execution
risk as it continues to develop its Permian acreage and grow
production while countering decline in Williston Basin production,
and lowered ability to favorably refinance its near term debt
amidst anemic capital markets. The rating also reflects the
company's high financial leverage as measured against reserves and
production. The CFR is supported by its combined production and
reserve base in the Permian and Williston basins, which provide
basin diversification and oil-focused economics, and its lower
exposure to natural gas production after the divestiture of Uinta
and Haynesville assets. The ratings also benefit from good 2020
retained cash flow to debt and interest coverage metrics, which are
supported by the company's supportive hedge portfolio. However,
these metrics will deteriorate in 2021 as hedges roll off and if
the commodity prices do not significantly improve.

QEP's SGL-3 rating reflects Moody's expectation that the company
will maintain adequate liquidity into 2021. As of December 31,
2019, the company had $166 million in cash on the balance sheet and
no borrowings under its $1.25 billion unsecured revolving credit
facility, which matures in September 2022. Moody's expects the
company to have breakeven free cash flow in 2020, while maintaining
full revolver availability and over $100 million cash during the
year. The company's next maturities are in March 2021 with $382
million of senior notes coming due and in October 2022 with $500
million of senior notes coming due. QEP has the ability to repay
the March 2021 notes using revolver availability, if it so chooses.
Moody's expects QEP to maintain adequate headroom under its Net
Debt/Capitalization (requirement of less than 60%) and Net
Debt/EBITDAX (less than 3.75x) financial covenants, at least
through mid-2021. However, compliance under its present value
(PV-9) to net funded debt ratio (at least 1.5x) could become less
certain in 2021 if commodity prices remain weak. QEP has good
alternative liquidity since the credit facility is unsecured, the
company can sell properties to raise cash (up to 15% of net book
value without lender approval), although current conditions make
asset sales difficult.

The QEP senior notes and revolving credit facility are all issued
at the parent level, are unsecured and have no subsidiary
guarantees. The senior notes are rated the same as QEP's B2 CFR
since all of QEP's debts are pari passu in its capital structure.

The negative outlook reflects the increased likelihood that low
energy prices and tight capital market conditions could prevail for
an extended period of time. QEP's ratings will likely be downgraded
if the company is unable to substantially reduce its refinancing
risks in a timely manner, if retained cash flow to debt falls below
15%, if the leveraged full-cycle ratio drops below 1x, or if the
company undertakes any actions that are deemed by Moody's to be a
distressed exchange of debt. The change of outlook to stable and/or
a positive rating action would be contingent upon QEP's ability to
substantially mitigate refinancing risk, maintaining the leveraged
full-cycle ratio above 1.5x and reduce debt leading to a
sustainable RCF/Debt over 25%. A more supportive oil and gas price
environment will also be needed for considering an upgrade.

QEP Resources, Inc. is a publicly traded independent crude oil and
natural gas exploration and production (E&P) company focused in two
regions, North Dakota and Texas.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.


RADIO DESIGN: Seeks to Hire Randy K. Jentzsch as Accountant
-----------------------------------------------------------
Radio Design Group seeks authority from the US Bankruptcy Court for
the District of Oregon to hire Randy K. Jentzsch & Co. as its
accountant.

The services to be rendered by Randy K. Jentzsch, CPA, in his role
as the Debtor's  accountant include preparation of tax returns and
financial statements.

Mr. Jentzsch assures the court that he does not hold nor represent
an interest adverse to the estate.

Mr. Jentzsch's  standard hourly rate is presently $285 per hour.
The other CPAs in his firm currently bill at $185 per hour and the
non-CPA staff in my firm currently bill at rates between $85 and
$105 per hour.

The firm can be reached through:

     Randy K. Jentzsch, CPA
     Randy K. Jentzsch & Co.
     211 Rogue River Hwy #5477
     Grants Pass, OR 97527
     Phone: +1 541-479-8082

                      About Radio Design Group

Radio Design Group, Inc., is a design and engineering firm based in
Grants Pass, Oregon.  Since its incorporation in 1992, Radio Design
has grown from a small RF consulting company specializing in small
commercial markets to a vital contributor of unique and innovative
products that have advanced the state of technology in both the
commercial and defense related markets. Radio Design previously
sought bankruptcy protection on July 24, 2014 (Bankr. D. Oregon
Case No. 14-62732).

Radio Design sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ore. Case No. 19-63617) on Dec. 2, 2019.  In the
petition signed by James Hendershot, president, the Debtor was
estimated to have $1 million to $10 million in assets and
liabilities of the same range.  Judge Thomas M. Renn is assigned to
the case.  The Debtor is represented by Loren S. Scott, Esq., at
The Scott Law Group.


RANDOLPH HOSPITAL: Hires Nelson Mullins as Bankruptcy Counsel
-------------------------------------------------------------
Randolph Hospital, Inc. and its debtor-affiliates seek permission
from the United States Bankruptcy Court for the Middle District of
North Carolina to hire Nelson Mullins Riley & Scarborough, LLP as
bankruptcy counsel and general corporate counsel.

The professional services that Nelson Mullins will render are:

     (a) advise the Debtors with respect to their powers and duties
as debtors-in-possession in the continued management and operation
of their businesses and properties;

     (b) attend meetings and negotiate with representatives of
creditors and other parties in interest;

     (c) take all necessary action to protect and preserve the
Debtors' estates, including prosecuting actions on the Debtors'
behalf, defending any action commenced against the Debtors and
representing the Debtors' interests in negotiations concerning all
litigation in which the Debtors are involved, including, but not
limited to, objections to claims filed against the estate;

     (d) prepare on Debtors' behalf all motions, applications,
answers, orders, reports and papers necessary to the administration
of the estate;

     (e) negotiate and prepare on the Debtors' behalf a plan of
reorganization, disclosure statement, and all related agreements
and/or documents, and take any necessary action on behalf of the
Debtors to obtain confirmation of such plan;

     (f) advise the Debtors in connection with any potential sale
of assets;

     (g) appear before this Court, any appellate courts and the
Bankruptcy Administrator and protect the interests of the
Debtors' estate before those Courts and the Bankruptcy
Administrator;

     (h) consult with the Debtors regarding corporate, regulatory,
and tax matters;

     (i) perform all other necessary legal services and provide all
other necessary legal advice to the Debtors in connection with the
Chapter 11 Case.

Nelson Mullins' hourly rates are:

     Robert L. Wilson, Jr., Partner      $550
     Jody A. Bedenbaugh, Partner         $495
     Dylan Trache, Partner               $595
     Graham Mitchell, Sr. Associate      $420
     Linnea Hann Sr., Paralegal          $205

Nelson Mullins has received an advance payment retained from the
Debtors' operating funds of approximately $150,000 for its initial
post-petition services and expenses to be rendered or incurred for
or on behalf of the Debtors.

Jody A. Bedenbaugh,, Esq., partner in the firm of Nelson Mullins,
assures the court that the firm is a "disinterested person," as
that phrase is defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Jody A. Bedenbaugh, Esq.
     Graham S. Mitchell, Esq.
     1320 Main Street / 17th Floor
      P.O. Box 11070 (29211)
      Columbia, SC 29201
      Tel: (803) 799-2000
      Fax: (803) 256-7500
      Email: Jody.Bedenbaugh@nelsonmullins.com
                 graham.mitchell@nelsonmullins.com

                    About Randolph Hospital, Inc.

Randolph Hospital -- https://www.randolphhealth.org/ -- operates as
a hospital that provides inpatient and outpatient services in North
Carolina. The Company offers, among other services, cancer care,
imaging, maternity services, cardiac services, surgical services,
outpatient specialty clinics, rehabilitation services, and
emergency services.

Randolph Hospital, Inc. and its affiliates filed a voluntary
petition for relief under chapter 11 of the Bankruptcy Code (Bankr.
M.D.N.C. Lead Case No. 20-10247) on March 6, 2020. The petitions
were signed by Louis E. Robichaux IV, chief restructuring officer.
At the time of filing, the Debtor estimates $100 million to $500
million in both assets and liabilities.

The Debtor is represented by Jody A. Bedenbaugh, Esq. and Graham S.
Mitchell, Esq. at NELSON MULLINS RILEY & SCARBOROUGH LLP.


RANDOLPH HOSPITAL: Seeks to Hire Hendren Redwine as Co-Counsel
--------------------------------------------------------------
Randolph Hospital, Inc. and its debtor-affiliates seek permission
from the United States Bankruptcy Court for the Middle District of
North Carolina to hire Hendren, Redwine & Malone, PPLC, as their
co-counsel.

Services to be rendered Hendren Redwine to:

     a. give the Debtors legal advice with respect to their duties
and powers as debtors-in-possession;
   
     b. assist the Debtors in the management and/or sale of its
operations and any other matter relevant to the case or to the
formulation of a plan;

     c. assist the Debtors in the preparation and filing of all
necessary schedules, statement of financial affairs, reports, a
disclosure statement and a plan;

     d. assist and advise the Debtors in the examination and
analysis of the conduct of the Debtors' affairs and the causes of
insolvency;

     e. assist and advise the Debtors with regard to communications
to the general creditor body regarding any matters of general
interest and any proposed plan of reorganization;

     f. prepare or review and analyze all pleadings filed with the
Court by the Debtors or other third parties and advise to the
Debtors on such matters;

     g. perform such other legal services as may be required and in
the interest of the Debtors, including but not limited to the
commencement and pursuit of such adversary proceedings as may be
authorized, and the defense of pending or future proceedings
brought against the Debtors or affecting property of the estates.

     h. serve as conflict counsel regarding any matter which
presents Nelson Mullins with a conflict of interest.

Hendren Redwine's hourly rates:

     Jason L. Hendren, Attorney         $395
     Rebecca F. Redwine, Attorney       $325
     Benjamin E.F.B. Waller, Attorney   $350
     Jenny Gorman, Paralegal            $140
     Alston Shave, Paralegal            $115

Rebecca F. Redwine, Esq. disclosed in court filings that the firm
and its employees are "disinterested" as defined in Section 101(14)
of the Bankruptcy Code.

The counsel can be reached through:
   
     Jason L. Hendren, Esq.
     Rebecca F. Redwine, Esq.
     Benjamin E.F.B. Waller, Esq.
     Hendren, Redwine & Malone, PPLC
     4600 Marriott Drive, Suite 150
     Raleigh, NC 27612
     Tel: (919) 420-7867
     Fax: (919) 420-0475
     Email: jhendren@hendrenmalone.com
                rredwine@hendrenmalone.com
                bwaller@hendrenmalone.com

                    About Randolph Hospital, Inc.

Randolph Hospital -- https://www.randolphhealth.org/ -- operates as
a hospital that provides inpatient and outpatient services in North
Carolina. The Company offers, among other services, cancer care,
imaging, maternity services, cardiac services, surgical services,
outpatient specialty clinics, rehabilitation services, and
emergency services.

Randolph Hospital, Inc. and its affiliates filed a voluntary
petition for relief under chapter 11 of the Bankruptcy Code (Bankr.
M.D.N.C. Lead Case No. 20-10247) on March 6, 2020. The petitions
were signed by Louis E. Robichaux IV, chief restructuring officer.
At the time of filing, the Debtor estimates $100 million to $500
million in both assets and liabilities.

The Debtor is represented by Jody A. Bedenbaugh, Esq. and Graham S.
Mitchell, Esq. at NELSON MULLINS RILEY & SCARBOROUGH LLP.


RUSSELL INVESTMENTS: S&P Alters Outlook to Neg., Affirms BB- ICR
----------------------------------------------------------------
S&P Global Ratings said it revised its outlook on Russell
Investments Cayman Midco Ltd. to negative from stable and affirmed
its 'BB-' issuer credit and first-lien term loan ratings. The
recovery rating on the first-lien term loan remains '4', indicating
its expectation for a 45% recovery.

The outlook revision reflects that current market volatility has
significantly lowered Russell Investments' asset values, and S&P
expects it to negatively affect earnings for the first quarter of
2020. There is strong potential for AUM to continue to decline, be
it through redemptions or continued market depreciation.

Offsetting these expectations are the company's ongoing cost-saving
initiatives, which have improved--and are expected to continue to
improve--the company's margins over the next year. Further, Russell
repaid $120 million of its first-lien loan in the first quarter of
2020, reducing its leverage prior to the onset of significant
market volatility. Despite this, the extent of the market decline
is uncertain, and it's possible that earnings will not support
leverage below the 5.0x debt to EBITDA threshold.

The negative outlook reflects S&P's expectation that Russell's
leverage may increase above 5.0x in the next 12 months as a result
of declining asset values, net outflows, or both.

"We could lower the ratings if leverage increases above 5x or if
the company's investment performance or AUM meaningfully
deteriorate," S&P said.

"We could revise our outlook to stable if the company operates with
leverage significantly below 5x over the next 12 months as a result
of improving margins, strong investment performance, or AUM flows,
or a combination of each," the rating agency said.


SABLE PERMIAN: Fitch Places CCC+ LT IDR on Rating Watch Negative
----------------------------------------------------------------
Fitch Ratings has placed Sable Permian Resources Finance LLC's
(Sable) 'CCC+' Long-Term Issuer Default Rating (IDR) on Rating
Watch Negative. In addition, Sable's senior secured bonds were
placed on Negative Watch. Fitch has also affirmed Sable Land
Company, LLC's (LandCo) Long-Term IDR at 'B-'. The Rating Outlook
was revised to Negative from Stable. LandCo's senior secured
revolver was affirmed at 'BB-'/'RR1'.

LandCo's Negative Outlook reflects the lower oil and natural gas
price environment, which may elevate leverage metrics and
negatively impact the company's operational and financial
flexibility. Fitch anticipates the company will scale back its
drilling program to manage FCF and preserve liquidity. Another
consideration is the company's limited tier-1 Permian inventory,
which may be targeted during the downcycle to manage near-term cash
flows but reduces longer-term corporate asset value.

Sable's Negative Watch reflects the potential pressure on LandCo's
restricted payment covenants, which will restrict Sable's ability
to meet interest payments. Under the RBL, LandCo is able to make
payments to Sable if there is no event of default, revolver
availability is at least 15% and the pro forma LTM leverage ratio
is below 3.25x (or up to $100 million in aggregate if leverage
ratio is above 3.25x). In the current weak pricing environment,
Fitch notes that LandCo's financial flexibility is materially
weaker and the company may not be able to make restricted
payments.

LandCo's standalone credit profile reflects its limited inventory
of high-return drilling locations, as well as management's
intention to prioritize FCF in order to make interest payments on
the notes issued by Sable, the parent company of LandCo, and repay
revolver borrowings. Management's capital allocation plan is
expected to result in capital spending below maintenance levels,
leading to declining production in Fitch's base case.

The one notch difference in the IDRs of the two entities reflects
the structural subordination of Sable's debt in right of payment
and security, as well as the lack of cross-default provisions and
upstream guarantees between the entities.

KEY RATING DRIVERS

Lower Price Environment: Fitch expects that the oil market will be
oversupplied due to stagnating demand on the back of the
coronavirus outbreak and growing supply because of the OPEC+
failure to agree on production cuts, and Saudi Arabia's declared
intention to switch to a volumetric growth policy. The lower prices
are partially mitigated as LandCo is required to hedge at least 80%
of forecast PDP production for two years beginning October 2019.
However, Fitch still expects LandCo's drilling activity to be
materially lower, in order to manage FCF and preserve liquidity
under the RBL.

Mid-Sized, Declining Production Profile: The company's $850 million
capital program is expected to achieve average production of 53.5
mboe/d for fiscal 2019. Beyond 2019, LandCo's capital spending is
expected to be at or below maintenance levels, which is anticipated
to lead to moderate production declines after 2020. Fitch
recognizes the company's liquidity-linked reduction to D&C activity
will manage its leverage profile but believes it could introduce
borrowing base and operational momentum risks that may lead to
Landco restricting Sable payments.

Limited Proved, High-Return Inventory: The company's 127,600 net
acres are located on the periphery of the Southern Midland basin,
in Reagan, Irion and Crockett counties in West Texas. Management's
medium-term drilling plans are focused on the Reagan and Irion
positions, particularly since beyond the southern border of Reagan
in Crockett county, the oil cut is far lower. The core Reagan
acreage is situated in the southern half of the county, which is
lower pressure compared with the northern half of the county, where
several public peers have larger, more contiguous positions.

The company's new Gen III well design, which features more proppant
and fluid per foot, as well as wider spacing, has exhibited
favorable well productivity results and solid returns across its 42
Gen III wells. However, Fitch views LandCo's high-return inventory
as limited with around 4-5 years of Gen III Tier 1 inventory.
Therefore, Fitch believes the company could engage in M&A, which
could heighten execution risk, in order to acquire additional
higher return drilling locations. The secured notes indenture
allows the company to incur unsecured or junior lien debt to
finance an acquisition, subject to a number of restrictions,
including that total net leverage is no higher than before the
transaction and that acquired assets are within the Permian basin.

DERIVATION SUMMARY

In terms of production, Sable Land Company, LLC/Sable Permian
Resources Finance LLC is smaller than Extraction Oil & Gas
(B-/Negative Watch; 89 mboepd [67% liquids]) and SM Energy Company
(B-/Negative Watch; 132 mboepd [62% liquids]), as of Dec. 31, 2019,
but larger than Lonestar Resources US Inc. (CCC+; 18 mboepd [67%
liquids]), as of Sept. 30, 2019. Fitch expects LandCo's production
to decline through the forecast.

Consolidated leverage profiles and unit-economics are generally for
the rating category; however, liquidity and/or refinancing risks
persist at current commodity price and capital market environments
for each of the four issuers.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

  -- WTI oil price of $38.00/bbl in 2020, $45.00/bbl in 2021,
$50.00/bbl in 2022 and $52.00/bbl in the long term;

  -- Henry Hub natural gas price of $1.85/mcf in 2020, $2.10/mcf in
2021, $2.25/mcf in 2022 and $2.50/mcf in the long term;

  -- Capital program below maintenance levels, resulting in
production declines beginning in 2020.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that the company would be reorganized
as a going-concern in bankruptcy rather than liquidated. Fitch
assumed a 10% administrative claim.

Going-Concern (GC) Approach

  -- The GC EBITDA assumption of $227 million considers lower oil
and natural gas prices, causing lower than expected production,
negative FCF, and liquidity constraints.

  -- An EV multiple of 4x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The multiple of
4x is lower than the historical E&P sub-sector exit multiple of
5.6x and reflects company's limited inventory or tier-1 assets.

Liquidation Approach

The liquidation estimate reflects Fitch's view of transactional and
asset-based valuations, such as recent transactions for the
Southern Midland basin on a $/acre basis, as well as SEC PV-10
estimates. This data was used to determine a reasonable sales price
for the company's assets.

The total acreage value is estimated at approximately $860 million,
which is below the future net income discounted at 10% from Proved
Developed Producing properties of about $1.1 billion, as measured
at YE 2018 using $65/bbl WTI price assumptions. The company's main
driver of value is its positions in Southern Reagan county. The
acreage in gassier Irion and Crockett counties has been ascribed a
lower valuation by Fitch.

The revolving credit facility is assumed to be 85% drawn upon
default, because, at that utilization level, payments to AEPB for
the purpose of cash interest would cease, culminating in an event
of AEPB default. The allocation of value in the liability waterfall
results in recovery corresponding to 'RR1' recovery for the first
lien revolver ($700 million commitment, $595 million drawn) and a
recovery corresponding to 'RR4' for the first lien notes.

RATING SENSITIVITIES

For LandCo:

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Improved liquidity position, including borrowing base
expansion or revolver pay down;

-- Execution of M&A in a credit-conscious manner, resulting in
the addition of economic drilling locations without an aggressive
increase in leverage;

  -- Consolidated debt/EBITDA sustained below 3.0x and/or FFO
adjusted leverage sustained below 3.5x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Deteriorating liquidity profile that inhibits operational
momentum and restricts resource development;

  -- Leveraging transaction that heightens operational execution
and financial risks;

  -- Consolidated debt/EBITDA above 4.0x and FFO adjusted leverage
above 4.5x.

For Sable:

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  -- Increased liquidity at LandCo, reducing the likelihood that
borrowing base availability falls below 15%;

  -- Consolidated debt/EBITDA sustained below 3.0x and/or FFO
adjusted leverage sustained below 3.5x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  -- Leverage and/or RBL availability, per LandCo's credit
agreement, approaching levels that would restrict distributions to
Sable;

  -- Consolidated debt/EBITDA above 4.0x and FFO adjusted leverage
above 4.5x.

LIQUIDITY AND DEBT STRUCTURE

Limited Consolidated Liquidity: The company's primary source of
liquidity is its $700 million reserve-based revolving credit
facility. In the current pricing environment, Fitch expects the
company's consolidated liquidity position to tighten. Debt service
payments on the senior unsecured notes will be contingent on
LandCo's ability to manage its production and cash flow profiles.
The RBL restricted payment provisions provide some layer of support
to LandCo's liquidity.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entities, either due to their nature or the way in which
they are being managed by the entities.

Sable Permian Resources Finance, LLC has an ESG Relevance Score of
4 for Governance Structure due to board independence risk, as
members consist of the CEO and representatives from the private
equity sponsors which has a negative impact on the credit profile,
and is relevant to the rating in conjunction with other factors.


SABRE HOLDINGS: Moody's Cuts CFR to Ba3 & Alters Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service downgraded Sabre Holdings Corporation's
Corporate Family Rating to Ba3 from Ba2, Probability of Default
Rating to Ba3-PD from Ba2-PD, and ratings for senior secured credit
facilities and notes at Sabre's wholly-owned subsidiary, Sabre GLBL
Inc., to Ba3 from Ba2. Moody's also changed the outlook to negative
from stable. The downgrade and negative outlook reflect Moody's
expectation that Sabre will report significantly depressed
operating results for at least the first half of 2020 combined with
the uncertainties regarding the depth and duration of the severe
disruptions across the global travel sector due to the coronavirus
(COVID-19) outbreak. On March 17, 2020, Sabre announced that it
will suspend quarterly dividend payments and share buybacks to
better manage its liquidity.

RATINGS RATIONALE

Sabre's credit profile is significantly pressured by the recent
sharp decline in global air travel, including mandated travel
restrictions and flight cancellations, and Moody's expectation that
travel bookings will deteriorate over at least the next several
months. There are further downside risks in the event travel demand
remains depressed beyond the first half of 2020 in a scenario in
which COVID-19 is not contained. The rapid and widening spread of
the coronavirus outbreak, deteriorating global economic outlook,
falling oil prices, and asset price declines are creating a severe
and extensive credit shock across many sectors, regions and
markets. The combined credit effects of these developments are
unprecedented. The travel and passenger airlines sectors have been
two of the most significantly affected by the shock given their
sensitivity to consumer and business demand and sentiment. More
specifically, the weaknesses in Sabre's credit profile, including
its exposure to global economies have left it vulnerable to shifts
in market sentiment in these unprecedented operating conditions and
Sabre remains vulnerable to the outbreak continuing to spread.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. The action reflects the impact on Sabre from the
breadth and severity of the shock, and the broad deterioration in
credit quality it has triggered.

The Ba3 CFR reflects Moody's view that Sabre will be able to
navigate through current challenges and will maintain prudent
financial policies, despite pressure on revenues and profit margins
caused by COVID-19 and uncertainties in the global economic
outlook. Moody's revised base case reflects revenues declining
significantly in the first half of 2020, reflecting mandated travel
bans and flight cancellations, followed by quarterly revenues
approaching 2019 levels entering 2021. Consistent with Moody's
Macro outlook, Moody's assumes flight schedules and travel demand
will approach historical levels in 2021 factoring the time needed
for airlines to restore capacity. Ratings are supported in the near
term by Moody's expectations that Sabre will cut costs in response
to revenue declines and manage growth investments and IT spend to
preserve liquidity. A good portion of Sabre's cost are variable
including incentives paid for reservations and employee
compensation (all employees, including executives, have taken pay
cuts).

Beyond the near term, Sabre benefits from its good operating scale,
high proportion of transaction-based revenues, and market
leadership as the second largest provider of Global Distribution
System (GDS) services globally which better positions the company
when air traffic and travel demand rebound from currently depressed
levels. To the extent the negative impact of COVID-19 is more
severe or extends beyond the third calendar quarter, there could be
further degradation to Sabre's credit profile.

Sabre has reduced exposure to environmental risks given its
offerings include reservation systems, software and other services,
all of which come with low direct exposure to environmental issues.
The majority of revenue, however, is tied to demand for air travel
which is exposed to "flight shame" campaigns in Europe potentially
reducing the popularity and growth in demand for air travel. Sabre
is publicly traded with a diversified base of shareholders. Good
governance is supported by a board of directors with ten of the
company's eleven board seats being held by independent directors.

Sabre's SGL-3 speculative grade liquidity rating reflects adequate
liquidity over the next 12 months notwithstanding the negative
impact of COVID-19. Sabre had cash of $436 million at the end of
December 2019 and recently drew down $375 million under its $400
million revolving credit facility which expires in July 2022. Sabre
has historically maintained a large share of cash at its overseas
subsidiaries to support its large geographic footprint of
operations, and management estimates less than $200 million is
needed globally. Suspending common dividends eliminates a $154
million cash outflow over the next 12 months with roughly another
$70 million preserved by suspending share buybacks.

Borrowings under the credit agreement are subject to compliance
with a maximum total net leverage maintenance ratio of 4.5x.
Sabre's net leverage ratio was 3.1x (as defined) for the December
2019 reporting period. Given the likelihood of a significant
decrease in EBITDA for the first half of 2020, Moody's expects the
net leverage ratio will exceed 4.5x; however, Sabre's credit
agreement comes with a Material Travel Event Disruption clause
which suspends the requirement for covenant compliance if domestic
passengers (as defined) decline by 10% or more in a given month
compared to prior year periods. Potential uses of liquidity include
the remaining $340 million of the total $360 million of acquisition
funding requirements ($20 million already funded, but closing is
uncertain given regulatory concerns) and $82 million of current
debt maturities, primarily term loan amortization. The term loan A
and revolver facility mature in July 2022 and both of Sabre's
senior secured notes mature in 2023.

The negative outlook is driven by significant uncertainty regarding
the depth and duration of the current decline in global consumer
and business demand for travel related services. This lack of
visibility is exacerbated by the daily increase in the number of
government mandated travel restrictions on travel across global
regions and within country borders. Moody's recognizes Sabre's
efforts to manage liquidity including suspending quarterly
dividends and share buybacks. In addition, Moody's expects the
company to be proactive in cutting costs and managing IT spend to
help offset revenue declines.

Ratings could be upgraded if Sabre maintains good earnings growth
and operating profits become more diversified. Debt to EBITDA
(Moody's adjusted) would need to be sustained below 4x with high
single digit percentage adjusted free cash flow to debt. Moody's
could downgrade Sabre's ratings if customer losses, pricing
erosion, elevated debt balances, or the impact of COVID-19 cause
adjusted debt to EBITDA to exceed 4.75x on a sustained basis or
adjusted free cash flow to debt deteriorates to the low single
digit percentage range. Ratings could come under pressure if
Moody's expects that liquidity will further weaken because of a
prolonged downturn in the travel industry. Ratings pressure could
also arise if outcomes in legal proceedings have a meaningful
financial impact or increase Sabre's business risk.

Rating actions are summarized below:

Downgrades:

Issuer: Sabre Holdings Corporation

Corporate Family Rating, Downgraded to Ba3 from Ba2

Probability of Default Rating, Downgraded to Ba3-PD from Ba2-PD

Speculative Grade Liquidity Rating, Downgraded to SGL-3 from SGL-2

Issuer: Sabre GLBL Inc.

Senior Secured Bank Credit Facility, Downgraded to Ba3 (LGD4) from
Ba2 (LGD4)

Senior Secured Regular Bond/Debenture, Downgraded to Ba3 (LGD4)
from Ba2 (LGD4)

Outlook Actions:

Issuer: Sabre Holdings Corporation

Outlook, Changed To Negative From Stable

Issuer: Sabre GLBL Inc.

Outlook, Changed To Negative From Stable

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

Based in Southlake, TX, Sabre Holdings Corporation's business is
organized in three segments: the Travel Network segment includes
revenues from GDS services; the Airline Solutions segment includes
a software-based passenger reservation system as well as commercial
and operations offerings to the airline industry; and the
Hospitality Solutions segment includes software revenues from
Sabre's central reservation and property management system
offerings. In November 2018, Sabre announced that it agreed to
acquire Farelogix Inc. for $360 million. Closing of the transaction
is uncertain and has been delayed due to regulatory review.


SALSGIVER TELECOM: Court Approves Disclosure Statement
------------------------------------------------------
Judge Thomas P. Agresti has ordered that the Second Amended
Disclosure Statement filed by Salsgiver Telecom, Inc., debtor,
dated Jan. 13, 2020, is APPROVED.

On or before March 14, 2020 the Second Amended Disclosure
Statement, Second Amended Plan, Second Amended Plan Summary, a copy
of this Order, and a Ballot conforming to Official Form No 14 shall
be mailed to all creditors.

April 14, 2020, is the last day for:

   (a) filing written ballots by creditors, either accepting or
rejecting the plan;

   (b) filing claims not already barred by operation of law, rule
or order of the Court; and,

   (c) filing and serving written objections to confirmation of the
plan.

May 7, 2020 is the last day for filing a complaint objecting to
discharge, if applicable.

On May 5, 2020, the Debtor will file a summary of the balloting.

On May 7, 2020 at 10:00 a.m. a plan confirmation hearing for the
Second Amended Plan filed by the Debtor is scheduled in Courtroom
C, 54th Floor, U.S. Steel Tower, 600 Grant Street, Pittsburgh, PA
15219.

                      About Salsgiver

Based in Freeport, Pennsylvania, Salsgiver Inc. --
http://gotlit.com/-- and -- http://www.salsgiver.com/-- is a
wired telecommunications carrier offering internet, phone and video
services to residential and business clients.  The company also
provides telecom services.

Salsgiver and its affiliates Salsgiver Telecom, Inc. and Salsgiver
Communications, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case Nos. 18-20803, 18-20805 and
18-20806) on March 2, 2018.

In their petitions signed by Loren M. Salsgiver, president, the
Debtors were each estimated to have assets of less than $50,000.
Salsgiver disclosed $1 million to $10 million in liabilities.
Salsgiver Telecom
estimated less than $500,000 in liabilities while Salsgiver
Communications estimated less than $50,000 in liabilities.  

Judge Jeffery A. Deller presides over the bankruptcy case of
Salsgiver Telecom.  The two other cases have been assigned to Judge
Thomas P. Agresti.


SCREENVISION LLC: S&P Places 'B' ICR on CreditWatch Negative
------------------------------------------------------------
S&P Global Ratings placed its 'B' issuer credit rating on
Screenvision LLC as well as all of its ratings on the company's
debt on CreditWatch with negative implications.

"The CreditWatch placement reflects our expectation that the spread
of the coronavirus will hurt theater attendance over the next few
months due to closures and limitations on the size of public
gatherings. At the same time, we expect declines in consumer
spending stemming from the spread of the virus to cause declines in
national advertising spending. We believe this combination will
result in significantly lower EBITDA and cash flow in 2020 for
Screenvision, which is paid by advertisers based on the number of
impressions they can deliver. As a result, Screenvision LLC's free
operating cash flow to debt could decline below our previously
established 5% downgrade threshold for the current rating," S&P
said.

S&P intends to resolve the CreditWatch placement as it gets
additional information on the length of theater closures, potential
updates to the film release slate, and the effects on national
advertising spending related to coronavirus. S&P's current
base-case assumption is that theaters remain closed through June.
If it expects the impact to drag on beyond June, S&P could revisit
the rating. S&P also plans to continue discussions with management
to monitor the severity of the impact and what mechanisms
management is using to offset the negative impact of the virus on
the company's liquidity.

"We could potentially lower the rating by more than one notch if we
believe Screenvision would experience a liquidity shortfall that
could not be addressed using cash on hand and availability under
its revolver," S&P said.

"Alternatively, we could affirm the current rating if we believe
that the impact to leverage and cash flow is limited to the first
half 2020 and that leverage will return beneath our downgrade
threshold in 2021," the rating agency said.


SEAWORLD PARKS: Moody's Places B2 CFR on Review for Downgrade
-------------------------------------------------------------
Moody's Investors Service has placed SeaWorld Parks and
Entertainment, Inc.'s ratings on review for downgrade, including
the B2 corporate family rating, B3-PD Probability of Default
Rating, and B2 secured credit facility due to the coronavirus
outbreak's impact on SeaWorld's ability to operate its amusement
parks as normally scheduled as well as the effects on the overall
economy, travel activity and consumer sentiment. SeaWorld announced
that all of its parks would be temporarily closed until the end of
March. There is also elevated risk that the parks will be closed
for an additional period of time which could substantially erode
operating performance and significantly pressure liquidity over the
remainder of 2020. The Speculative Grade Liquidity rating was
downgraded to SGL3 from SGL2 due to the potential impact on
SeaWorld's liquidity. The rating outlook was changed from stable to
ratings under review.

SeaWorld Parks and Entertainment, Inc.

  Corporate Family Rating, Placed on Review for Downgrade,
  currently B2

  Probability of Default, Placed on Review for Downgrade,
  currently B3-PD

  Senior secured revolving credit facility due 2023, Placed on
  Review for Downgrade, currently B2 (LGD3)

  Senior secured term loan B-5 due 2024, Placed on Review for
  Downgrade, currently B2 (LGD3)

Speculative Grade Liquidity Actions:

Issuer: SeaWorld Parks and Entertainment, Inc.

  Speculative Grade Liquidity Rating, downgraded to SGL3
  from SGL2

Outlook actions:

Issuer: SeaWorld Parks and Entertainment, Inc.

  Outlook, Changed To Rating Under Review From Stable

RATINGS RATIONALE

The review for downgrade reflects the coronavirus' impact on
SeaWorld's ability to open their amusement parks and the negative
pressures on the overall economy, travel activity, and consumer
sentiment. The review will focus on the impact of the depth and
duration of the park closures, quarterly cash usage, and SeaWorld's
liquidity position over the remainder of 2020 and beyond. SeaWorld
operates a portfolio of parks including SeaWorld, Busch Gardens,
Sesame Place as well as separately branded parks that historically
generate substantial attendance (22.6 million in 2019). SeaWorld
faces negative publicity due to its orca attractions and
competitive conditions in its Orlando market, but performance has
improved materially in 2018 and 2019 after several years of
declines. SeaWorld competes for discretionary consumer spending
from an increasingly wide variety of other leisure and
entertainment activities. The parks are highly seasonal and
sensitive to weather conditions, changes in fuel prices, terrorism,
public health issues, as well as other disruptions outside of the
company's control. SeaWorld also has a significant capital spending
program for new rides and attractions that is expected to help
support attendance during normal business conditions, but would
likely be curtailed during the coronavirus outbreak.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The amusement park
sector could be one of the sectors most significantly affected by
the shock given its sensitivity to consumer demand and sentiment.
More specifically, the weaknesses in SeaWorld's credit profile,
including its exposure to shifts in market sentiment in these
unprecedented operating conditions and SeaWorld remains vulnerable
to the outbreak continuing to spread. Moody's regards the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the impact on SeaWorld of the breadth and
severity of the shock, and the broad deterioration in credit
quality it has triggered.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

SeaWorld Entertainment, Inc., through its wholly-owned subsidiary,
SeaWorld Parks & Entertainment, Inc., own and operate twelve
amusement and water parks located in the US. Properties include
SeaWorld (Orlando, San Diego and San Antonio), Busch Gardens (Tampa
and Williamsburg) and Sesame Place (Langhorne, PA in addition to
one new location in the near term). The Blackstone Group acquired
SeaWorld in 2009 in a leverage buyout for $2.4 billion (including
fees). SeaWorld completed an initial public offering in April 2013
and Blackstone exited its ownership position in 2017. SeaWorld's
annual revenue was approximately $1.4 billion as of Q4 2019.


SHERIDAN HOLDING: Case Summary & 50 Largest Unsecured Creditors
---------------------------------------------------------------
Lead Debtor: Sheridan Holding Company I, LLC
             1360 Post Oak Blvd., Suite 2500
             Houston, TX 77056

Business Description: Sheridan Holding Company I, LLC and its
                      Debtor affiliates are an independent oil
                      and natural gas investment fund with
                      production and development activities in the
                      Oklahoma, Texas, and Wyoming.  The Debtors
                      comprise the first of three series of
                      private placement oil and gas investment
                      funds in the Sheridan group, all under the
                      common management of non-debtor Sheridan
                      Production Partners Manager, LLC.
                      Established in 2006 and headquartered
                      in Houston, Texas, the Debtors have focused
                      on acquiring "unloved" oil and gas
                      properties from large independent operators
                      and conducting exploration and production
                      activities across three states in four
                      geographic areas.  The Debtors assets are
                      primarily mature producing properties with
                      long-lived production, relatively shallow
                      decline curves, and lower-risk development
                      opportunities.  For more information, visit
                      http://www.sheridanproduction.com/

Chapter 11 Petition Date: March 23, 2020

Court: United States Bankruptcy Court
       Southern District of Texas

Seven affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:

    Debtor                                           Case No.
    ------                                           --------
    Sheridan Holding Company I, LLC (Lead Case)      20-31884
    SPP I-B GP, LLC                                  20-31889
    Sheridan Investment Partners I, LLC              20-31891
    Sheridan Production Partners I, LLC              20-31890
    Sheridan Production Partners I-A, L.P.           20-31886
    Sheridan Production Partners I-B, L.P.           20-31888
    Sheridan Production Partners I-M, L.P            20-31887

Judge: Hon. David R. Jones

Debtors'
General
Bankruptcy
Counsel:           Joshua A. Sussberg, P.C.
                   Steven N. Serajeddini, Esq.
                   KIRKLAND & ELLIS LLP
                   KIRKLAND & ELLIS INTERNATIONAL LLP
                   601 Lexington Avenue
                   New York, New York 10022
                   Tel: (212) 446-4800
                   Fax: (212) 446-4900
                   E-mail: joshua.sussberg@kirkland.com
                           steven.serajeddini@kirkland.com

                     - and -

                   Spencer A. Winters, Esq.
                   KIRKLAND & ELLIS LLP
                   KIRKLAND & ELLIS INTERNATIONAL LLP
                   300 North LaSalle Street
                   Chicago, Illinois 60654
                   Tel: (312) 862-2000
                   Fax: (312) 862-2200
                   E-mail: spencer.winters@kirkland.com

Debtors'
Local
Bankruptcy
Counsel:           Matthew D. Cavenaugh, Esq.
                   JACKSON WALKER L.L.P.
                   1401 McKinney Street, Suite 1900
                   Houston, Texas 77010
                   Tel: (713) 752-4200
                   Fax: (713) 752-4221
                   E-mail: mcavenaugh@jw.com
                          jwertz@jw.com

Debtors'
Investment
Banker:            EVERCORE GROUP L.L.C.

Debtors'
Restructuring
Advisor:           ALIXPARTNERS, LLP

Debtors'
Notice &
Claims Agent:      PRIME CLERK LLC
                   https://cases.primeclerk.com/Sheridan

Sheridan Holding's
Estimated Assets: $100 million to $500 million

Sheridan Holding's
Estimated Liabilities: $500 million to $1 billion

The petition was signed by Lisa A. Stewart, executive chairman,
president, chief investment officer, and chief executive officer.

A copy of Sheridan Holding's petition is available for free at
PacerMonitor.com at:

                      https://is.gd/eF3ke7

List of Debtors' 50 Largest Unsecured Creditors:

   Entity                          Nature of Claim    Claim Amount
   ------                          ---------------    ------------
1. Putative Class of Oklahoma        Litigation       Undetermined
Royalty Holders
c/o Barbara C. Frankland
Sharp Burton
5301 West 75th Street
Prairie Village, Kansas 66208
Email: barbara@sharpbarton.com

c/o Charles Rubio
Diamond McCarthy LLP
295 Madison Avenue, 27th Floor
New York, NY 10017
Email: Crubio@diamondmccarthy.com

2. Teal Royalties LLC                 Suspended           $164,886
PO Box 660082                           Funds
Dallas, TX 75266-0082
Tel: (972) 720-1888

3. Oleda Flud Deceased                Suspended           $120,571
706 W Kiowa                             Funds
Lindsay, OK 73052

4. Westlands Resources Corp           Suspended           $112,339
17 Wilmont Mews, 5th Floor              Funds
Westchester, PA 19382
Attn: James A. Tress, Jr.
President/CEO
Tel: (610) 429-0181

5. June and Otto Young AS JT          Suspended           $103,928
35517 State Highway 194                 Funds
La Junta, CO 81050
Tel: (719) 384-4147

6. Anne C Schoellkopf                 Suspended           $102,745
Department of The Treasury              Funds
Internal Revenue Service
Cincinnati, OH 45999

7. Occidental Oil Gas Corp            Suspended            $94,853
10889 Wilshire Blvd                     Funds
Los Angeles, CA 90024-4201

8. Anadarko E&P Onshore LLC           Suspended            $84,561
PO Box 730875                           Funds
Dallas, TX 75373-0875
Tel: (281) 874-1668
Fax: (832) 636-1000

9. Leon Schmidt Test Trust            Suspended            $72,220
352 S Monroe                            Funds
La Grange, TX 789452760

10. Helen L. Gemmill Trust            Suspended            $63,234
1700 Cardinal Lane                      Funds
Kingsburg, CA 93631

11. Judy Conyers Mayer                Suspended            $62,495
854 Whispering Meadows Dr               Funds
Manchester, MO 63021
Tel: (636) 394-3926

12. Estate of Anna K Codman           Suspended            $61,175
c/o Codman & Codman                     Funds
PO Box 1558
Manchester, MA 01944-0863

13. George D Mong                     Suspended            $58,624
                                        Funds

14. Estate of Sheilagh V Aird         Suspended            $57,494
2462 Woking Crescent                    Funds
Mississauga, ON ON L5K1Z7

15. Merchant Resources No 1 LP        Suspended            $55,399
16800 Greenspoint Park Drive            Funds
Suite S
Houston, TX 77060

16. Diversified Oil and Gas           Suspended            $52,997
Partners                                Funds
PO Box 572136
Houston, TX 77257
Tel: (281) 610-3684

17. RPR I LLC                         Suspended            $49,773
PO Box 701                              Funds
Abilene, TX 79604

18. Doris Brewer Hitchcock            Suspended            $48,182
502 West Fawn                           Funds
Caldwell, TX 778360000
Tel: (979) 567-4268

19. Edward Hill Barker                Suspended            $45,327
1935 Canyon Close Rd                    Funds
Pasadena, CA 911071061

20. Annie P McDonald Estate           Suspended            $42,684
Route 2                                 Funds
Lindsay, OK 73052

21. Moody Oil Company                 Suspended            $41,545
3003 W                                  Funds
Alabama
Houston, TX 77098
Tel: (713) 773-5537

22. LBF Holdings LLC                  Suspended            $40,928
PO Box 966                              Funds
Ardmore, OK 73402-0966
Tel: (580) 211-8756

23. Albert A Chadwick DECD            Suspended            $40,237
Union National Bank                     Funds
Charlotte, NC 28288

24. Est of Quincy A Shaw H            Suspended            $38,216
Guild H Mason                           Funds
431 Hale Street
Prides Crossing, MA 19650

25. Jane Moore Wilson                 Suspended            $36,930
Accounts Unclaimed Property             Funds
PO Box 12019 Capital Station
Austin, TX 787112019

26. Elvira Belle Allen                Suspended            $36,865
PO Box 423                              Funds
Christoval, TX 769350432

27. Bellie Hanks Jr                   Suspended            $36,838
1101 N Bryant Blvd                      Funds
San Angelo, TX 76903

28. J T Bell                          Suspended            $36,383
Attn: Director of Housekeeping          Funds
100 Medical Center Dr
Slidell, LA 70461

29. Henry McLaughlin                  Suspended            $34,723
                                        Funds

30. E D Anderson                      Suspended            $34,003
PO Box 710                              Funds
Cisco, TX 76437

31. Myra June Atkins                  Suspended            $32,672
23409 Trest Coronas Rd                  Funds
Spicewood, TX 78669
Tel: (512) 750-1511

32. Thomas J Smejkal Trust            Suspended            $30,992
4921 Park Dr, #D                        Funds
Houston, TX 77023
Tel: (713) 923-8534

33. Marian N Harwell                  Suspended            $29,196
112 East Pecan Ste 500                  Funds
San Antonio, TX 78205-0000

34. Willa P Bowlin                    Suspended            $29,169
136 Louisiana N E                       Funds
Albuquerque, NM 87108-2055

35. Verner M Simonsen Estate          Suspended            $28,707
4707 Santa Barbara Blvd                 Funds
APT B1
Cape Coral, FL 33914-8390

36. John Robert Tubb                  Suspended            $28,093
4925 Brownfield Rd                      Funds
Lubbock, TRX 79407-2609

37. Inez Redmon                       Suspended            $27,982
2832 Pine Street APT 4                  Funds
San Francisco, CA 941150000

38. Stephen G Gibson                  Suspended            $27,718
3016 Main St.                           Funds
Lemon Grove, CA 919452426

39. Frederick H Strothmann            Suspended            $27,505
405 Country Club Ter                    Funds
Midwest City, OK, 73110-3934

40. Wesley Stingel                    Suspended            $27,467
c/o Lee Bergman                         Funds

41. Robert P Kaplan                   Suspended            $27,467
c/o Lee Bergman                         Funds

42. Nora Flippen Krueger Trus         Suspended            $27,409
PO Box 4415                             Funds
Bryan, TX 77805

43. Donald H Harshman                 Suspended            $27,400
                                        Funds

44. Southwestern Life                 Suspended            $27,367
Insurance Company                       Funds
PO Box 2699
Dallas, TX 75221

45. E Jean Keyser                     Suspended            $27,110
1629 George Ave                         Funds
Windsor, ON N8Y 2Y5

46. Emily Coates Haemisegger          Suspended            $26,663
PO Box 2650                             Funds
Albany, TX 76430

47. Genevieve Long                    Suspended            $25,671
Account Unclaimed Property              Funds
PO Box 12019 Capitol Station
Austin, TX 787112019

48. Horace J Despars                  Suspended            $25,642
4220 6th Ave                            Funds
Los Angeles, CA 90084752

49. QEP Energy Company                Suspended            $25,443
PO Box 204028                           Funds
Dallas, TX 75320-4028
Tel: (801) 321-1301
Fax: (303) 294-9632

50. Serrah Nick Stewart               Suspended            $25,322
434 NW 19th Street                      Funds
Miami, FL 33136


SILVER CREEK: Debtor & Committee Propose Liquidating Plan
---------------------------------------------------------
Silver Creek Services, backed by the Official Committee of
Unsecured Creditors, has proposed a liquidating Plan in which the
remaining assets will be sold and various claims pursued against
third parties.  The creditors will be paid in the Order of the
priority as provided by the Bankruptcy Code.

As to Class 3 secured non-tax claims of MidCap Funding XVII Trust,
successor to TCJ II, LLC, in the amount of $1,694,843, as per
agreement with the Debtor and the Committee, MidCap will receive a
portion of any additional funds collected, with the remainder of
funds to be distributed to other creditors of the Estate.  MidCap
claims a security interest in all such assets, thus, this agreement
provides a potential recovery for other classes of creditors.

General unsecured non-tax claims totaling $28,536,824 and general
unsecured tax claims will receive pro rata Distributions.

The Debtor and the Official Committee of Unsecured Creditors will
liquidate remaining assets and pursue litigation claims that the
Estate has against third parties.  The proceeds obtained therefrom
will be distributed to creditors in the order of their priority.
The Debtor has a total asset $800,670.  Cash on hand of $10,000 is
expected to be available on the date of confirmation.

A full-text copy of the Disclosure Statement dated March 9, 2020,
is available at https://tinyurl.com/raxogls from PacerMonitor.com
at no charge.

                About Silver Creek Services

Silver Creek Services Inc. provides oil and gas field services,
including fracturing, flowback and production testing.

Silver Creek Services filed a voluntary petition under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Penn. Case No. 19-22775) on
July 11, 2019.  In the petition signed by CEO Michael Didier, the
Debtor disclosed $6,385,000 in assets and $11,922,381 in
liabilities.  Robert O. Lampl, Esq., at Robert O. Lampl Law Office,
is the Debtor's legal counsel.


SINCLAIR BROADCAST: S&P Alters Outlook to Neg., Affirms 'BB-' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Sinclair Broadcast Group
Inc. to negative from positive and affirmed its 'BB-' issuer credit
rating on the company.

Sinclair's leverage is currently elevated.  S&P estimates that the
company's leverage was about 5.5x as of the end of 2019 (pro forma
for the $9.6 billion acquisition of the regional sports networks in
2019, $8.9 billion of which it funded with debt), which is at the
upper end of the rating agency's threshold for the current rating.
S&P believes there is still a path for Sinclair to reduce its
leverage in 2020 due to its relatively stable distribution revenue
and an expected increase in political advertising revenue, though
uncertainty stemming from coronavirus creates the risk that the
company will be unable to achieve this.

The negative outlook on Sinclair reflects the uncertainty around
the extent of coronavirus' impact on the company's performance and
its ability to reduce its leverage comfortably below 5.5x over the
next year.

"We could lower the rating on Sinclair if its leverage increases
above 5.5x over the next year. This could occur if a prolonged
advertising recession reduces the company's advertising revenue.
Additionally, our previous forecast assumed that video distributors
that had not previously offered the regional sports networks (such
as Marquee) would add the channels to their lineup when the 2020
MLB season began. Further delays to sporting events could prolong
the timeline for the regional sports networks to gain carriage and
prevent the company from improving its EBITDA in 2020," S&P said.

"We could revise the outlook on Sinclair to stable if the virus has
a limited effect on the company's business such that we expect its
leverage to decline comfortably below 5.5x over the next year," S&P
said.


SM ENERGY: Fitch Lowers IDR to B-; On Ratings Watch Negative
------------------------------------------------------------
Fitch Ratings downgraded the Issuer Default Rating (IDR) for SM
Energy Company (SM) to 'B-' from 'B+'. Fitch also downgraded SM's
senior secured revolver to 'BB-'/'RR1' from 'BB+'/'RR1' and the
senior unsecured notes to 'B-'/'RR4' from 'BB-'/'RR3'. The ratings
are placed on Rating Watch Negative (RWN).

The downgrade reflects the impact on earnings and liquidity from
the recent decline in oil and natural gas prices and Fitch's
expectations that the downturn may be deep and lengthy. Based on
current guidance and Fitch's revised price deck, Fitch expects SM
to generate FCF deficits and elevated leverage metrics that could
weaken liquidity measures due to borrowing base revisions and
incremental borrowings. Another consideration is the potential for
covenant pressure that could result in a change in credit facility
terms. In addition, the lack of access to capital markets for high
yield energy issuers will make it challenging for the company to
refinance senior unsecured debt maturities including notes due in
2021 and 2022, which further heightens liquidity risks. The company
is well hedged in 2020, but the lack of hedges in 2021 may further
dampen FCF. SM's rating also reflects the company's size with YE
2019 production of 138,800 barrels of oil equivalent per day,
(boepd), an oil-focused Permian Basin position, strong well
performance in the Permian, and successful integration of its
Permian assets resulting in lower drilling and operating costs.

The Rating Watch Negative reflects the challenges of operating in a
low commodity price environment with a material maturity wall. The
primary concern is the potential for weaker liquidity from
borrowing base revisions and incremental borrowings. In addition,
there is a possibility that financial covenants could be breeched
and liquidity could be further tightened in an event of a cure.
Fitch would remove the Negative Outlook if the company can address
its near term maturities without materially reducing liquidity
measures.

KEY RATING DRIVERS

Looming Maturity Wall: SM has a very heavy maturity wall with
$172.5 million due in 2021, $477 million due in 2022, the revolver
due in 2023, and approximately $500 million due from 2024 to 2027.
The company has not generated sufficient FCF to address the
maturities and currently there is no access to capital markets. SM
could refinance near-term maturities with the revolver, but that
would materially reduce liquidity. Liquidity could further weaken
from funding FCF deficits, lower borrowing base and/or commitments,
and heightened covenant risk.

FCF Goal Challenged: SM was able to generate FCF (as defined by the
company) during the second half of 2019, the ability to generate
FCF during 2020 is unlikely under current Fitch pricing
assumptions. SM's oil production is 80% hedged at approximately
$57, but still generates a large FCF deficit based on current
production, cost, and capex guidance. This will also contribute to
a weaker liquidity profile.

Midland Basin Development Execution: SM's Midland Basin assets
continue to exhibit solid performance since the 2016 acquisition
through strong well performance and increased capital efficiency.
The company expects approximately 85 net completions and 80 net
drilled wells in 2020. SM's latest 41 RockStar wells have achieved
30-day peak rates averaging approximately 1,395 boe/d at 87% oil.
Since the acquisition, SM has materially increased drilling and
completion times and lateral length driving well costs down to $700
per lateral foot.

Gas-Weighted Production Profile: The Eagle Ford acreage primarily
produces natural gas and natural gas liquids (NGLs). Fitch believes
the Eagle Ford assets provide optionality given its location and
NGL content. The company is using a joint venture to drill the
majority of the wells on its less developed North Area acreage. The
Eagle Ford program is focused on upspacing and optimizing
completions to improve returns and assessing new intervals to
expand the resource base. The majority of capex over the next three
years will be spent on the oil-heavy Midland acreage, although SM
plans to drill 16 net wells and nine net completions in 2020.

Near-Term Production Hedged: SM hedged approximately 80% of
management's guided 2020 oil production and approximately 30%-35%
of expected gas production in 2020. Basis hedges cover
approximately 80% of 2020 expected oil production. Management
prefers to hedge at least 75% of production, although would
consider reducing hedges as leverage ratios improve. There are very
little hedges in place for 2021.

Netbacks Below Peers: Due to SM's large exposure to natural gas,
its unhedged cash netback of $16.6/boe is well below Permian and
other more oil-focused peers. Fitch anticipates the netback to
improve over time as the high oil cut Permian assets are developed
and recent cost reduction efforts are implemented. Nevertheless,
Fitch expects netbacks to remain below SM's peers because of the
weight of its natural gas production in its profile.

DERIVATION SUMMARY

In terms of production, at 132,000boepd (62% liquids) SM Energy is
larger than similarly rated peers, Extraction Oil & Gas, Inc.
(B-/RWN; 80,000 boepd [67% liquids]) and Baytex Energy Corp.
(B+/Negative; 95,000boepd [82% liquids]). Additionally, SM is
larger than Vermilion Energy Inc. (BB-/Negative; 97,000boepd [57%
liquids]). SM Energy's proved reserve base (462 million barrels of
oil equivalent [mmboe]) compares favorably to Extraction's 254
mmboe of proved reserves, Baytex's 233 mmboe of proved reserves and
Vermilion's 298 mmboe of proved reserves, as of YE 2018. SM
Energy's 3Q19 unhedged cash netbacks of $16.60/boe (50% margin) are
slightly lower than Extraction ($19.50/boe [73% margin]), which
Fitch believes is partially due to Extraction's higher liquids mix,
Baytex ($21.60/boe [46% margin]) and Vermilion ($26.1/boe [61%
margin]). SM's debt/flowing barrel of $20,900/bbl is in line with
the peer group of $22,900/bbl for Extraction, $20,300/bbl for
Baytex and $21,100/bbl for Vermilion, as of 3Q19. Additionally,
SM's LTM total debt/EBITDA of 2.8x, as of 4Q19, is slightly better
than Extraction at 3.1x, in line with Baytex at 2.3x, and slightly
worse than Vermilion at 1.8x.

KEY ASSUMPTIONS

  -- WTI oil price of $38/bbl in 2020 increasing to $45.00/bbl in
     2021, $50/bbl in 2022 and $52/bbl thereafter;

  -- Henry Hub natural gas price of $1.85/mcf in 2020, $2.10/mcf
     in 2021, $2.25/mcf in 2022, and $2.50/mcf thereafter;

  -- Production decline of 4% in 2020 from recent acquisitions
     with oil cut increasing to approximately 50%, and flat
     production for 2021 and beyond;

  -- Capex of $837 million in 2020 and through the forecast
     period;

  -- Negative FCF in 2020 and through the forecast period;

  -- No assumptions of acquisitions, divestitures, share
     repurchases or dividends.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that SM Energy Corp. would be
reorganized as a going-concern in bankruptcy rather than
liquidated.

Fitch has assumed a 10% administrative claim.

Going-Concern (GC) Approach

SM's GC EBITDA assumption reflects Fitch's projections under a
stressed case price deck, which assumes WTI oil prices of USD33.00
in 2020, USD37.00 in 2020, USD45.00 in 2021, and USD47.00 in 2022.

The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation (EV). The GC EBITDA assumption uses 2023
EBITDA, which reflects the decline from current pricing levels to
stressed levels and then a partial recovery coming out of a
troughed pricing environment.

The model was adjusted for reduced production and varying
differentials given the material decline in the prices from the
previous price deck.

An EV multiple of 4x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization enterprise value. The choice of
this multiple considered the following factors:

The historical bankruptcy case study exit multiples for peer
companies ranged from 2.8x-7.0x, with an average of 5.6x and a
median of 6.1x;

Although the Permian basin assets are considered valuable, the
Eagle Ford has less value given the gassier nature of those assets
and weak performance of peers in that basin, which includes several
bankrupt companies;

Fitch uses a multiple of 4x, to estimate a value for SM Energy
given the mix of the Eagle Ford basin.

Liquidation Approach

The liquidation estimate reflects Fitch's view of the value of
balance sheet assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors.

Fitch considers valuations such as SEC PV-10 and M&A transactions
for each basin including multiples for production per flowing
barrel, proved reserves valuation, value per acre, and value per
drilling location.

The revolver is assumed to be 80% drawn upon default with the
expectation that commitments would be reduced during a
redetermination. The revolver is senior to the senior unsecured
bonds in the waterfall.

The allocation of value in the liability waterfall results in
recovery corresponding to 'RR1' recovery for the first lien
revolver ($960 million) and a recovery corresponding to 'RR4' for
the senior unsecured guaranteed notes $1.193 billion.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  - Production increases driven by successful development of the
RockStar acreage;

  - Debt/EBITDA is maintained in the low-3x range;

  - Maintenance of an adequate hedging program to facilitate
drilling and completion activity;

  - Successful renegotiation of the revolving credit facility
extending the maturity.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  - Expectation of mid-cycle debt/EBITDA above 4.0x

  - Inability to meet stated production growth from Midland Basin
acreage;

  - Deterioration of the liquidity profile or an inability to
access capital to fund growth;

  - A change in financial policy that would prevent the company
from meeting stated leverage goals.

LIQUIDITY AND DEBT STRUCTURE

SM's senior secured credit agreement provides for a maximum loan
amount of $2.5 billion, a borrowing base of $1.6 billion and
aggregate lender commitments of $1.2 billion. The next scheduled
borrowing base redetermination date is April 1, 2020. Availability
under the revolver was $1.087 billion as of Dec. 31, 2019. The
credit facility matures on Sept. 28, 2023. The maturity will spring
to Aug. 16, 2022 if there is more than $100 million outstanding on
the 2022 notes and there is more than $300 million of availability
under the revolver combined with unrestricted cash and certain
types of unrestricted investments. The facility has two financial
maintenance covenants: A total funded debt to adjusted EBITDAX
ratio that cannot be greater than 4.0x beginning March 31, 2020 and
an adjusted current ratio that cannot be less than 1.0 to 1.0.

SM has $172.5 million due on its senior convertible notes in 2021
and $477 million of senior notes due in 2022. The company also has
$500 million of debt due each year from 2024 to 2027. Fitch
believes that liquidity could worsen given the expectation of FCF
deficits under current price assumptions and the lack of access to
capital markets.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).


SMG US MIDCO 2: Moody's Cuts CFR to B3 & Alters Outlook to Negative
-------------------------------------------------------------------
Moody's Investors Service downgraded SMG US Midco 2, Inc.'s
ratings, including its corporate family rating to B3 from B1,
probability of default rating to B3-PD from B1-PD and first lien
term loan rating to B3 from B1. Concurrently, Moody's downgraded
the instrument ratings on SMG Holdings, LLC's revolver to B3 from
B1. The ratings outlook is changed to negative.

The ratings downgrade reflects Moody's expectation of significant
contraction in ASM's earnings and cash generation in 2020 due to
increased cancellations of events, shows and business conferences
amid heightened COVID-19 risk. While ASM benefits from the fixed
income component associated with its management accounts, a large
portion of its profitability is tied to venue performance driven by
events calendar, attendance and ancillary income from the sale of
food & beverage. Moody's acknowledges the company's strong cash
position of over $200 million and availability under its $96
million revolving credit facility, which renders adequate liquidity
through the current disruptive period.

The negative outlook reflects further downside risk to the current
earnings and cash flow forecast. The entertainment and leisure
sector depict heightened uncertainty, even with the potential for
recovery prospects in second half of 2020.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The entertainment
sector including events and concerts has been one of the sectors
most significantly affected by the shock given its sensitivity to
consumer demand and sentiment. More specifically, the weaknesses in
ASM's credit profile, including its exposure to the events bookings
and attendance, have left it vulnerable to shifts in market
sentiment in these unprecedented operating conditions and ASM
remains vulnerable to the outbreak continuing to spread. Moody's
regards the coronavirus outbreak as a social risk under its ESG
framework, given the substantial implications for public health and
safety. The actions reflect the impact on ASM of the breadth and
severity of the shock, and the broad deterioration in credit
quality it has triggered.

The following rating actions were taken:

Downgrades:

Issuer: SMG US Midco 2, Inc.

  Corporate Family Rating, Downgraded to B3 from B1

  Probability of Default Rating, Downgraded to B3-PD from B1-PD

  Senior Secured Bank Credit Facility, Downgraded to B3 (LGD3)
  from B1 (LGD3)

Issuer: SMG Holdings, LLC

  Senior Secured Bank Credit Facility, Downgraded to B3 (LGD3)
  from B1 (LGD3)

Outlook Actions:

Issuer: SMG Holdings, LLC

  Outlook, Changed To Negative From Stable

Issuer: SMG US Midco 2, Inc.

  Outlook, Changed To Negative From Stable

RATINGS RATIONALE

ASM's B3 CFR reflects Moody's expectation for significant revenue
and earnings contraction caused by the COVID-19 outbreak and
increasing uncertainties around the global economic outlook. The
rating also considers its small revenue size of less than $600
million, lack of operating history as a merged entity and the
cyclical risk in the business. ASM's exposure to COVID-19 risk is
expected to weaken the company's credit metrics including adjusted
debt-to-EBITDA (5.5x on pro forma basis as of September 2019) and
cash generation over the next 12-18 months. While the facilities
management contracts provide a baseline of earnings to support the
credit profile, P&L accounts and incentive based fees drive a large
portion of the company's profitability and are subject to shifts in
demand. Customer concentration is also high.

Nonetheless, ASM benefits from its leading position with over 322
properties in 21 countries and improved diversity across
geographies, venues and contract types. The rating also reflects
its long-term contracts with retention rate of above 90% and
increasing trends of outsourcing of facilities by municipalities.
Moody's expects ASM to adhere to a more conservative financial
policy than when Onex was the sole owner. Decisions relating to
leverage, future acquisitions and shareholder distributions require
approval from both shareholders.

The ratings will be downgraded if the company's revenue growth or
EBITDA margin decline precipitously, resulting in negative free
cash flow and increased revolver usage. Conversely, the ratings
could be upgraded if the sector outlook improves such that earnings
and free cash flow grows, adjusted debt/EBITDA is sustained below
6.5x and free cash flow to debt is sustained above 5%.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

ASM Global is a leading venue management company including arenas,
convention centers, stadiums and theaters. The company typically
assumes full managerial responsibility for all aspects of facility
operations, including event booking and event management, and may
also provide certain ancillary services such as food and beverage
service. Pro forma for the merger, revenue is estimated to be $500
million as of LTM period ending September 30, 2019. ASM is co-owned
by funds affiliated with Onex Partners and AEG Venue Management
Holdings, LLC.


SMT RE HOLDING: Seeks to Hire Brady & Conner as Counsel
-------------------------------------------------------
SMT RE Holding LLC seeks authority from the US Bankruptcy Court for
the Western District of Arkansas to hire Brady & Conner, PLLC, as
its counsel.

SMT RE Holding requires Brady & Conner to:

     (a) advise the Debtor of its rights, powers and duties as
Debtor-in-Possession, including those with respect to the continued
operation and management of its business and property;

     (b) advise the Debtor concerning and assisting in the
negotiation and documentation of financing agreements, cash
collateral orders and related transactions;

     (c) investigate into the nature and validity of liens asserted
against the property of the Debtor and advising the Debtor
concerning the enforceability of said liens;
      
     (d) investigate into, advise the Debtor concerning and taking
such actions as may be necessary to collect and, in accordance with
applicable law, recover property for the benefit of the Debtor's
estate;

     (e) prepare on behalf of the Debtor such applications,
motions, pleadings, orders, notices, schedules and other documents
as may be necessary and appropriate, and reviewing financial and
other reports to be filed herein;

     (f) advise the Debtor concerning and prepare responses to
applications, motions, pleadings, notices and other documents which
may be filed and served;

     (g) counsel the Debtor in connection with the formulation,
negotiation and promulgation of a plan or plans of reorganization
and related documents; and

     (h) perform such other legal services for and on behalf of the
Debtor as may be necessary or appropriate in the administration of
the case.  

Hourly rates currently charged by Brady & Conner are;

     Partners         $300
     Associates       $175
     Paralegals       $45-$55

Brady & Conner received a general retainer of $5,000 for this
Chapter 11 case.

The firm can be reached through:

     Don Brady, Esq.
     Brady & Conner, PLLC
     3398 E. Huntsville Rd.
     Fayetteville, AR 72701
     Phone: (479) 443-8080

                About SMT RE Holding LLC

SMT RE Holding LLC is an Arkansas Limited Liability Company with
its principal assets located in Washington County, Arkansas.

SMT RE Holding LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Ark. Case No. 20-70589) on March 5,
2020, listing under $1 million in both assets and liabilities. Don
Brady, Jr., Esq. at BRADY & CONNER, PLLC, serves as the Debtor's
counsel.


SORENSON MEDIA: $11M Sale of All Assets to The Nielsen Approved
---------------------------------------------------------------
Debtor Sorenson Media, Inc., filed with the U.S. Bankruptcy Court
for the District of Utah, Central Division, a Disclosure Statement
describing its Chapter 11 Plan of Liquidation.

SMI filed a motion to sell substantially all of its assets to The
Nielsen Company (US), LLC for a cash payment of $11,250,000, the
assumption of certain liabilities, the payment of cure costs for
assumed and assigned contracts, and a waiver of claims of
Gracenote, Inc., which was an affiliate of Nielsen.  This motion
was approved by the Court on Feb. 13, 2019, and resulted in an
Order of the Bankruptcy Court approving the sale. The entire
proceeds of the sale were distributed according to an Order of the
Bankruptcy Court dated Feb. 15, 2019, which reflected a settlement
among SMI, JLS and the Official Committee of Unsecured Creditors
regarding the distribution of the proceeds of the Nielsen Sale.

SMI's equity interest in Continuum was sold to Continuum Media
Partnership, Inc., in a sale approved by the Bankruptcy Court by an
order entered Dec. 5, 2019.  Pursuant to the Continuum Sale Order,
SMI, the Debtor received approximately $440,000 from the proceeds
of the Continuum Sale. Proceeds of the sale were also paid to
Silverwood and JLS.

In addition to the net proceeds from the Continuum Sale, including
the promissory note and other cash of the Debtor, the Debtor’s
remaining assets are primarily potential Avoidance Actions. Under
the Plan, the Debtor’s Estate and all of its remaining assets
would become property of the Liquidating Trust, and a Liquidating
Trustee would be appointed to conduct an orderly liquidation of the
assets with the goal of maximizing returns to creditors.

The Plan proposes that Gil A. Miller, a founding member and
principal of Rocky Mountain Advisory, LLC, a Salt Lake City-based
advisory and professional services firm, would serve as the
Liquidating Trustee for the Liquidating Trust and would have
overall responsibility for the liquidation. The Liquidating Trustee
will be compensated for his post-confirmation services at his
customary hourly rate, which currently is $410.00 per hour.

Class 3 consists of all Allowed General Unsecured Claims against
the Debtor. General unsecured claims total approximately $134
million. In full satisfaction of their Claims, the Liquidating
Trustee shall pay holders of Allowed Class 3 Claims their Pro Rata
share as funds become available in the Distribution Account,
subject to the Liquidating Trustee’s discretion. When the
Bankruptcy Case is closed with the entry of the final decree, the
Liquidating Trustee shall distribute the net amount available in
the Distribution Account pro-rata to Holders of Allowed Class 3
Claims.

Class 4 consists of all Equity Interests in the Debtor, including
common and preferred shares of the Debtor. Holders of Equity
Interests are not entitled to vote on the Plan because all such
interests will be cancelled under the Plan and all such holders are
deemed to reject the Plan.

A full-text copy of the disclosure statement and liquidating plan
dated March 6, 2020, is available at https://tinyurl.com/thg7g9w
from PacerMonitor at no charge.

The Debtor is represented by:

         George Hofmann
         Patrick E. Johnson
         Cohne Kinghorn, P.C.
         111 East Broadway, 11th Floor
         Salt Lake City, Utah 84111
         Telephone: (801) 363-4300

                     About Sorenson Media

Founded in 1995, Sorenson Media, Inc. --
http://www.sorensonmedia.com/-- provides trusted solutions to the
television industry and is an innovator in driving the future of
television advertising, fusing the power and scale of linear TV
with the data and addressability of digital.

Sorenson Media, Inc., filed a voluntary petition for relief under
chapter 11 of the Bankruptcy Code (Bankr D. Utah Case No.18-27740)
on Oct. 16, 2018.  In the petition signed by CEO Pat Nola, the
Debtor was estimated to have $10 million to $50 million in assets
and $100 million to $500 million in liabilities.

Cohne Kinghorn, P.C., led by George B. Hofmann, is the Debtor's
counsel. The law firm Honigman Miller Schwartz and Cohn LLP is
serving as special corporate, intellectual property, litigation,
and commercial law counsel.


STEINWAY MUSICAL: S&P Alters Outlook to Stable, Affirms 'B' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S. piano and band
instrument manufacturer Steinway Musical Instruments Inc. to stable
from positive and are affirmed its 'B' issuer credit rating on the
company.

The outlook revision reflects S&P's belief that weakening economic
and consumer spending activity will negatively affect Steinway's
EBITDA and leverage.

"Given the global economic slowdown and the likely drop in consumer
spending due to the coronavirus pandemic, we believe it is unlikely
that Steinway will reduce its leverage below 3x, which we had
assumed in our previous base-case forecast. Therefore, we believe
it is unlikely that we will raise our rating on the company over
the next year. Steinway primarily sells high-cost discretionary
products, the sales of which typically decline during recessions.
In addition, many governments are encouraging or mandating that
citizens remain inside their homes to prevent the spread of the
coronavirus, which may prevent potential customers from visiting
Steinway's showrooms," S&P said.

"The company generates a significant proportion of its EBITDA from
China. Although consumer spending in China declined significantly
in January and February while the country dealt with the spread of
the coronavirus, Steinway typically generates only a small portion
of its overall revenue from this region during the first quarter,
thus we do not believe its sales and EBITDA suffered materially. In
addition, we believe that Steinway's retail sales and foot traffic
in Asia have almost returned to normal levels. Still, we believe a
prolonged global economic slowdown would have a larger effect on
the company's operations," S&P said.

The stable outlook reflects S&P's expectation that Steinway will
sustain leverage below the rating agency's 6.5x downgrade threshold
for the current rating.

"We could consider lowering our rating on Steinway if we believe
its leverage will exceed 6.5x, likely because the continued
acceleration of the pandemic causes a severe and prolonged decline
in consumer spending. To lower our rating, the company's EBITDA
would need to decline by about 40% relative to LTM levels as of
September 2019," S&P said.

"Although unlikely in the near term given the uncertain economic
climate, we could consider raising our rating on Steinway if we
believe it will maintain leverage of 3x or below," the rating
agency said.


STILLWATER 8665: Gets Approval to Use Cash Collateral
-----------------------------------------------------
Stillwater 8665, LLC, asked the Bankruptcy Court for the District
of Georgia to authorize use of cash collateral to pay its operating
expenses as well the final draw amount (on a construction loan)
payable to a contractor.  

The Debtor has prepetition debt to:

   * PC IRA, LLC arising from a promissory note in the amount of
$125,000, secured by a primary security interest in the Debtor's
real property in Ballground, Georgia, including all income, rents
and cash receipts;

   * KNA Family Investments, LLC on account of a promissory note
for $20,000 secured by a second security deed.

A copy of the motion is available for free at https://is.gd/HfalOb
from PacerMonitor.com.   

Judge James R. Sacca approved the Debtor's motion, ruling that:

   (a) the Debtor may use cash collateral for the period from the
Petition Date through the final hearing on the motion, to pay
construction expenses amounting to $5,000 for the real property in
Ball Ground, Georgia.

   (b) the final draw of $5,000, if released by PC IRA, LLC,
pursuant to the loan agreement, will be released to the Debtor's
contractor, Marvin Wargo, in two installments: (1) one half of the
draw amount prior to the commencement of work, and (2) the
remaining $2,500 will be paid only upon confirmation that the work
is substantially completed.

A copy of the order is available for free at https://is.gd/Fz7FYN
from PacerMonitor.com.
                                       
                     About Stillwater 8665

Based in Dawsonville, Ga., Stillwater 8665, LLC filed a voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ga. Case No. 20-20224) on Feb. 3, 2020, listing under $1
million in both assets and liabilities.  Judge James R. Sacca
oversees the case.  A. J. Mitchell, Esq., at the Law Office Of A.
J. Mitchell, LLC, is the Debtor's legal counsel.


SUNPOWER CORP: Total S.A., et al. Have 52.5% Stake as of March 18
-----------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Total S.A., Total Gaz Electricite Holdings France SAS,
and Total Solar Intl SAS disclosed that as of March 18, 2020 they
beneficially own 92,167,073 shares of common stock of SunPower
Corporation, which represents 52.48%, based on 168,394,511 shares
of Common Stock outstanding as of Feb. 7, 2020.

On Feb. 21, 2020, pursuant to a Debenture Repurchase Agreement,
dated as of Feb. 14, 2020, by and between Total Solar and the
Issuer, the Issuer repurchased $56,439,000 aggregate principal
amount of its 0.875% Senior Convertible Debentures due 2021 from
Total Solar at a price of $965.00 per $1,000.00 of aggregate
principal amount of Debentures sold, for an aggregate purchase
price of $54,463,635.  Following the closing of the Repurchase, the
Debentures held directly by Total Solar are convertible into
3,969,375 shares of SunPower's common stock.

From Feb. 26, 2020 through March 19, 2020, Total Gaz purchased
2,716,645 shares of Common Stock, in a series of transactions at
prices ranging from $4.33 to $8.90 per share in open market
transactions on the New York Stock Exchange.

Total Solar is a direct wholly owned subsidiary of Total Gaz, which
is an indirect wholly owned subsidiary of Total.  As a result, each
of Total Solar, Total Gaz and Total may be deemed to beneficially
own the foregoing Shares.

A full-text copy of the regulatory filing is available for free
at:

                      https://is.gd/IQpvMY

                        About SunPower

Headquartered in San Jose, California, SunPower Corporation --
http://www.sunpower.com/-- is a global energy company that
delivers complete solar solutions to residential, commercial, and
power plant customers worldwide through an array of hardware,
software, and financing options and through solar power solutions,
operations and maintenance services, and "Smart Energy" solutions.
The Company's Smart Energy initiative is designed to add layers of
intelligent control to homes, buildings and grids -- all
personalized through easy-to-use customer interfaces.

SunPower reported a net loss of $7.72 million for the fiscal year
ended Dec. 29, 2019, compared to a net loss of $917.5 million for
the fiscal year ended Dec. 30, 2018.  As of Dec. 29, 2019, the
Company had $2.17 billion in total assets, $2.15 billion in total
liabilities, and total equity of $21.50 million.


TEMPUR SEALY: S&P Alters Outlook to Stable, Affirms 'BB-' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook to stable from positive and
affirmed its 'BB-' issuer credit rating on U.S.-based Tempur Sealy
International Inc.

The outlook revision to stable from positive reflects S&P's belief
that a global recession will substantially curtail demand for
Tempur's products.  S&P does not believe the company will achieve
its benchmarks for an upgrade during the next 12 months, including
maintaining leverage at 3x or below and weathering a recession with
peak leverage at 4x. S&P Global Ratings' economists revised
downward its GDP forecasts and now expect a recession during the
first half of 2020. Governments advise social distancing, which
will hinder consumer discretionary spending and decrease sales. The
mattress industry is highly cyclical and S&P expects consumers to
defer purchases in an economic downturn. Should there be a
recession and consumers continue social distancing, Tempur's
earnings would be disproportionately affected as lower volume would
decrease operating leverage, consumer trade-down would further
impair margins, and wholesale partner bankruptcies could further
accelerate sales declines.

The stable outlook reflects S&P's belief that Tempur has enough
cushion in its credit metrics to withstand a short-term economic
downturn. The rating agency believes leverage could rise above 4x
during a stress scenario but remain below 5x, which supports the
current ratings.

"We could lower the ratings if the U.S. enters a prolonged
recession, decreasing revenues and profitability such that leverage
rises to near 5x. We believe this could occur in a moderate to
severe recession whereby EBITDA margin declines approximately 700
basis points. We could also lower the ratings if Tempur pursues
large debt-financed share repurchases or acquisitions, keeping
leverage near 5x," S&P said.

"While unlikely during the next 12 months, we could raise the
ratings if the U.S. economy recovers quickly, such that the company
can increase earnings and maintain base-case run rate business at
leverage around 3x, and we believe it has sufficient cushion to
weather a recession without leverage exceeding 4x," the rating
agency said.


TGP HOLDINGS III: S&P Alters Outlook to Neg. & Affirms 'B-' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook to negative from stable and
affirmed its 'B-' issuer credit rating on TGP Holdings III LLC
because of the decline in the global economy as a result of the
spread of COVID-19.

Greater macroeconomic risks have heightened the likelihood of a
downgrade given the company's supply chain, cyclical revenues, and
tight leverage headroom.   S&P Global Ratings' economists believe
the U.S economy is entering a recession as a fallout from the
spread of COVID-19. S&P believes over the next year demand of TGP's
products could soften because of their discretionary nature. In
addition, the company manufactures most of its products in China,
and while workers have started returning to factories and
production ramp up is close to normal levels the possibility of
supply chain disruptions related to COVID-19 remains a concern.

The negative outlook reflects the potential for a lower rating over
the next few quarters if sales and EBITDA decline even modestly,
most likely due to an economic downturn as result of the COVID-19
outbreak.

"We could lower the rating if we forecast that EBITDA interest
coverage of less than 2x and negative free cash flow due to the
global macroeconomic environment worsen significantly, primarily
because of the COVID-19 outbreak, including significantly weaker
demand or significant supply chain disruptions," S&P said.

"We could revise our outlook to stable if the risk of a sustained
economic downturn recedes and demand for TGP's wood pellet grills
increases as expected, such that the company maintains EBITDA
interest coverage of more than 2x and free cash flow continues to
be positive. We could see this occurring if COVID-19 risks
dissipate and consumers resume higher discretionary spending," the
rating agency said.


THOMAS LAWS: $55K Cash Sale of Cessna Airplane Denied as Moot
-------------------------------------------------------------
Judge David T. Thuma of the U.S. Bankruptcy Court for the District
of New Mexico denied Thomas Laws' sale of a Cessna airplane, Model
182G, Registration No. N317OS, for $55,000, cash.

Philip J. Montoya, the Chapter 11 Trustee of the Debtor, filed his
Motion for Order to Show Cause Why Debtor Has Not Complied with
Court Order on Jan. 27, 2020.  

First Savings Bank is directed, upon receipt of the Order, to
freeze all transactions outgoing from the account in the name of
Laws & Company, LLC, Ashley E. Montenegro, and Hanna E. Guerrero,
ending in 4161, until further order of the Court.  The Debtor is
directed not to attempt to remove any funds from the Account.

The Debtor will remedy his failure to comply with the Turnover
Order as follows:

     a. On Feb. 12, 2020, the Debtor will turn over the keys to the
Aircraft to the Trustee or his counsel.

     b. On Feb. 26, 2020, the Debtor shall: (i) submit a budget for
his proposed living expenses during the pendency of the case to the
Trustee’s counsel; and (ii) produce either (a) a notarized
affidavit stating that he has no other bank accounts in his name
other than the Radius Bank account, that no entity he owns an
interest in or controls has any bank account other than the First
Savings Bank account identified, and that he keeps funds in no
accounts besides the previous two accounts and the First American
Bank account addressed by the previous order, or (b) a notarized
affidavit as set forth, plus the name on the account, account
number, banking institution, and current balance of any undisclosed
accounts responsive to the Order; (iii) produce to the Trustee a
copy of the lease for the storage of the Aircraft; and (iv) file
and notice to creditors and all parties an interest a motion to
approve his living expenses as administrative expenses of the
bankruptcy estate, with a budget, after consultation with the
Trustee regarding the proposed budget.

     c. On March 5, 2020, the Debtor will produce to the Trustee
all documents and information regarding the slag commission,
including e-mails and a copy of the sale contract, bill of sale,
purchase agreement, contact information for all parties involved in
the sale, including any law firm or firms involved.

     d. On April 5, 2020, the Debtor will produce to the Trustee
the name, address and contact information of the proposed purchaser
of the Aircraft who backed out, a description of all efforts taken
by the Debtor to market and sell the Aircraft and an explanation of
why the $55,000 the Debtor proposes to sell the Aircraft for is a
fair and reasonable price.

Should the Debtor fail to remedy his noncompliance with the Order
as set forth, the Court will consider sanctions against the Debtor
for contempt of Court, including without limitation imprisonment.

On feb. 26, 2020, the Debtor's counsel will produce to the Trustee
a full and complete accounting of all its trust transactions for
the case, including copies of cancelled checks.

The Debtor's counsel is sanctioned $500 for noncompliance with the
requirement in the Order to provide an accounting of all trust
account transactions for the case.  The sanction will be paid to
the Trustee within seven days of entry of the Order.

The Debtor's Motion to Sell Property, Cessna Model 182G,
Registration No. N317OS, Free and Clear of Liens, With Liens to
Attach to Proceeds, filed Dec. 19, 2019, is denied as moot based on
the Debtors representations at the Hearing that the proposed buyer
has withdrawn his interest.

The Debtor will turn over to the Trustee the logs for the Aircraft
by April 5, 2020.

A hearing on the Motion was held on Feb. 5, 2020.

Thomas Laws sought Chapter 11 protection (Bankr. D.N.M. Case No.
19-11629) on July 12, 2019.  The Debtor tapped Dennis A. Banning,
Esq., and Don F. Harris, Esq., at New Mexico Financial Law as
counsel.


TNT UNDERGROUND: Unsecureds to Get Share of Net Income for 5 Years
------------------------------------------------------------------
Debtor TNT Underground Utilities, Inc., filed with the U.S.
Bankruptcy Court for the Southern District of Mississippi a Plan of
Reorganization and a Disclosure Statement on March 6, 2020.

The amount of allowed unsecured creditors will receive quarterly
distributions that represent TNT's net income.  TNT's net income
will be determined by the amount of gross receivables less payment
of all business expenses including, but not limited to, payroll,
payments to secured creditors and purchase of necessary business
equipment and/or supplies, payment of administrative expense claims
and taxes.  The first quarterly distribution will be given ninety
days from the date the order confirming the Plan becomes available.
The net income will be paid to the allowed unsecured creditors for
a period of 60 months from and after the entry of an order
confirming the Plan.

All income generated from the operation of the business and the
collection of accounts receivable will be used to fund the Plan.
Those funds generated, after payment of taxes, insurance and
overhead expenses, will be used to make the required payments.

A full-text copy of the Disclosure Statement dated March 6, 2020,
is available at https://tinyurl.com/w2q54px from PacerMonitor.com
at no charge.

The Debtor is represented by:

       EILEEN N. SHAFFER
       Post Office Box 1177
       Jackson, Mississippi 39201
       Tel: (601)969-3006
       E-mail: eshaffer@eshaffer-law.com

                 About TNT Underground Utilities

TNT Underground Utilities, Inc., a power line and
telecommunications infrastructure construction contractor, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Miss. Case No. 19-02966) on Aug. 19, 2019.  At the time of the
filing, the Debtor was estimated to have assets of between $500,000
and $1 million and liabilities of between $1 million and $10
million. The case is assigned to Judge Neil P. Olack.  Eileen
Shaffer, Esq., an attorney based in Jackson, Miss., is serving as
counsel to the Debtor.


TOUGH MUDDER: Trustee's $700K Sale of All Assets to Spartan Okayed
------------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware authorized the Asset Purchase Agreement, dated
as of Feb. 7, 2020, of Derek C. Abbott, Esq., the Chapter 11
Trustee of Tough Mudder, Inc. and Tough Mudder Event Production,
Inc., with Spartan Race, Inc., or its designee, in connection with
the sale of substantially all assets for $700,000 cash, plus the
value of the Assumed Liabilities (estimated to be approximately
$7.5 million to $10 million).

The Motion is granted, and the proposed sale of Acquired Assets and
assumption and assignment of the Assumed Events and Contracts to
the Buyer upon the terms and conditions set forth in the Sale
Agreement is approved in all respects.

The sale is free and clear of any and all Encumbrances, which
Encumbrances, if any, will attach to the proceeds of the Sale.

The automatic stay imposed under section 362 is modified solely to
the extent necessary to implement the Sale Agreement.

Following the execution of the Sale Agreement, Schedules 1.1.10 and
1.1.11 to the Sale Agreement have been updated to resolve both
filed objections, as well as the informal responses to the Motion
asserted by vendors Materialogic, Wondersauce, and Event Medic.
(Exhibit B) are amended and restated Schedule 1.1.10 -- Assumed
Contracts and Schedule 1.1.11 -- Assumed Events to the Sale
Agreement.

With respect to that certain sponsorship agreement, dated Jan. 30,
2019, by and between Navy Federal Credit Union and Tough Mudder,
the Objection filed by Navy Federal is resolved by the parties as
follows: (i) the Navy Agreement will be listed as an Assumed
Contract on Schedule 1.1.10 and state the Cure Amount as $0; (ii)
the Parties agree to modify the Navy Agreement to confirm that: (a)
the six events listed on the Assumed Events Scheduleincluded in the
proposed Order on the Motion will be deemed the "Events" for the
Second Contract Year (in year 2020); (b) any additional events
scheduled by the Buyer during the Second Contract Year will be
included as "Events" under the Navy Agreement; and (c) the Parties
agree to continue good faith negotiations to include other
sponsorship opportunities for 2020 with the Buyer or its affiliate
Spartan Race, Inc.  In consideration of the foregoing, Navy Federal
waives any defaults, claims, causes of action, damages or defenses
against the Buyer based on the number of Events held in the
Territory during the Second Contract Year.

The objection of OpenFit, LLC has been withdrawn, and
notwithstanding anything to the contrary in the Order, OpenFit, the
Debtors, and the Trustee, retain all rights and interests under the
Bankruptcy Code, applicable non-bankruptcy law, and that certain
Development, Distribution and Marketing Agreement, dated as of Aug.
17, 2018, between Tough Mudder and OpenFit, including the right to
assert or contest any asserted rights or interests arising under
the Distribution Agreement.  For the avoidance of doubt, nothing in
the Order is or will be interpreted to expand, diminish or impair
any rights OpenFit may have under the Distribution Agreement.

With respect to that certain "Event Agreement" dated as of Jan. 5,
2017, as amended by that certain "Tough Mudder Storm Events
Agreement Amendment" dated as of Sept. 30, 2019, by and between
Storm Events, LLC and Tough Mudder, the objection by Storm Events,
LLC is resolved by the parties as follows: (i) the Buyer has
provided adequate assurance of future performance through the
payment of the Cure Amount on or about the Closing Date in the sum
of $18,330 and acceptance of the obligation to make payment of
$10,000 on April 1, 2020 on account of the deposit for the November
2020 event; and (ii) Schedule 1.1.11 will be amended with the
updated Cure Amount and the correct counterparty name.

With respect to that certain "Venue Agreement," dated Nov. 1, 2018,
by and between Old Bridge Township Raceway Park, Inc. and Tough
Mudder, as subsequently amended and modified, the objection by
Raceway Park is resolved by the parties as follows: (i) Section
1.1. of Venue Agreement is revised to delete the words "Spartan
Race;" (ii) the Buyer will pay the Cure Amount in the sum of
$108,181 on the Closing Date and Schedule 1.1.11 will be deemed
amended with the updated Cure Amount due Raceway Park; (iii) the
Venue Agreement will be assumed and assigned among the Assumed
Events upon payment of the foregoing Cure Amount d (iv) the
foregoing Cure and/or come due after the date of the Order.

The provisions of Bankruptcy Rules 6004(h) and 6006(d) staying the
effectiveness of the Order, to the extent applicable, are waived
and the Order will be effective, and the parties may consummate the
transactions contemplated by the Motion, immediately upon entry.

The Order constitutes a final order for purposes of Bankruptcy
Rules 5003 and 9021.

A copy of the APA is available at https://tinyurl.com/vlvrlrw from
PacerMonitor.com free of charge.

The Sale Hearing was held on Feb. 25, 2020 at 1:00 p.m. (EST).  

                    About Tough Mudder Inc.

Tough Mudder, Inc. and Tough Mudder Event Production, Inc. host and
produce bstacle course race events across the United States and
internationally, selling tickets to race competitors and
contracting with vendors and venue sponsors to hold the events.   

Tough Mudder, Inc. (Bankr. D. Del. Case No. 20-10036) and Tough
Mudder Event Production, Inc. (Bankr. D. Del. Case No. 20-10037)
sought Chapter 11 protection on Jan. 7, 2020.

The Debtors tapped David W. Carickhoff, Esq., at Archer & Greiner,
P.C. as counsel.

On Jan. 30, 2020, the Court appointed Derek C. Abbott as the
Chapter 11 Trustee.



TOWN SPORTS: Swings to $18.6 Million Net Loss in 2019
-----------------------------------------------------
Town Sports International Holdings, Inc., filed with the Securities
and Exchange Commission its Annual Report on Form 10-K reporting a
net loss attributable to the company and subsidiaries of $18.56
million on $466.76 million of revenues for the year ended Dec. 31,
2019, compared to net income attributable to the company and
subsidiaries of $77,000 on $443.09 million of revenues for the year
ended Dec. 31, 2018.

Patrick Walsh, chairman and chief executive officer of TSI,
commented: "Our fourth quarter same store revenue results
materially improved from the third quarter.  We are very pleased to
report that this improvement continued into the new year with same
store sales increasing 0.9% in January and 1.2% in February of
2020. As we weather the strains on our business from the
unprecedented worldwide response to the Coronavirus outbreak, we
look forward to resuming this trend in the remainder of 2020."

As of Dec. 31, 2019, the Company had $794.28 million in total
assets, $882.62 million in total liabilities, and $88.34 million in
total stockholders' deficit.

PricewaterhouseCoopers LLP, in New York, New York, the Company's
auditor since 1996, issued a "going concern" qualification in its
report dated March 20, 2020 citing that the Company has a term loan
facility maturing in November 2020 and management has determined
that it does not have sufficient sources of cash to satisfy this
obligation.  In addition, the COVID-19 pandemic has had a material
adverse effect on the Company's results of operations, cash flows
and liquidity.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.

A full-text copy of the Form 10-K is available for free at:

                      https://is.gd/nljH5t

                       About Town Sports

Headquartered in Elmsford, New York, Town Sports International
Holdings, Inc. -- https://www.townsportsinternational.com/ -- is a
diversified holding company with subsidiaries engaged in a number
of business and investment activities.  The Company's largest
operating subsidiary has been involved in the fitness industry
since 1973 and has grown to become owner and operator of fitness
clubs in the Northeast region of the United States.

                           *   *   *

As reported by the TCR on Nov. 21, 2019, S&P Global Ratings lowered
its issuer credit rating on Town Sports International Holdings Inc.
to 'CCC' from 'B-'.  S&P lowered the rating to 'CCC' because Town
Sports' term loan matures in November 2020 and it believes there is
an increased risk of a default over the next 12 months.


TRI-STATE PAIN: Seeks to Hire Industrial Appraisal as Appraiser
---------------------------------------------------------------
Tri-State Pain Institute, LLC, seeks authority from the US
Bankruptcy Court for the Western District of Pennsylvania to hire
Industrial Appraisal Company, as its appraiser.

The Debtor needs an appraiser to set the value of its medical and
other equipment used in its operation at 2374
Village Common Drive, Erie, Pennsylvania.

Industrial Appraisal would charge a total of $3,940 for its
inspection, appraisal, and report. The appraiser
would be Shane Hoover, who has been associated with Industrial
Appraisal for 20 years.

Industrial Appraisal has been paid a retainer of $1,970, 50 percent
of the quoted fee.

It is not believed that the proposed appraiser has any conflict of
interest that would prevent it from being appointed as the Debtor's
appraiser in this case.

The firm can be reached through:

     Shane Hoover
     Industrial Appraisal Company
     Two Gateway Center
     603 Stanwix Street, Suite 1450
     Pittsburgh, PA 15222

              About Tri-State Pain Institute

Tri-State Pain Institute, LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. Pa. Case No. 20-10049) on Jan.
23, 2020.  At the time of the filing, the Debtor had estimated
assets of between $500,001 and $1 million and liabilities of
between $1,000,001 and $10 million.  Marsh, Spaeder, Baur, Spaeder
and Schaaf, LLP, is the Debtor's legal counsel.

The U.S. Trustee for Regions 3 and 9 on Feb. 14, 2020, appointed
five creditors to serve on the official committee of unsecured
creditors in the Chapter 11 case of Tri-State Pain Institute, LLC.


TRI-STATE ROOFING: Seeks to Hire Tolson & Wayment as Counsel
------------------------------------------------------------
Tri-State Roofing seeks authority from the US Bankruptcy Court for
the District of Idaho to hire Tolson & Wayment PLLC as its
counsel.

Tri-State requires Tolson to:

     a. give the Debtors legal advice with respect to its powers
and duties under Chapter 11;

     b. take the necessary action to avoid liens as required, and
assist the Debtors in performing their other statutory duties;

     c. prepare on behalf of the Debtor all necessary applcations,
answers, orders, reports, and any other legal papers required by
the Court;

     d. perform all other legal services on behalf of the Debtors;
and

     e. file motions for Use of Cash Collateral and Obtain
Authority to Incur Secured Debt, when necessary; and

     f. assist the Debtor in the preparation of the Disclosure
Statement and Chapter 11 Plan.

Aaron J. Tolson will charge $250 per hour for his services.

Mr. Tolson attests that he represents no interest adverse to the
Debtors or the estate in the matters upon which he is to be
engaged.

The firm can be reached through:

     Aaron Tolson, Esq.
     TOLSON & WAYMENT PLLC
     2677 E. 17th Street, Suite 300
     Ammon, ID 83406
     Phone: 208-228-5221
     Fax: 208-228-5200
     E-mail: ajt@aaronjtolsonlaw.com

                    About Tri-State Roofing

Tri-State Roofing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Idaho Case No. 20-40188) on March 6,
2020, listing under $1 million in both assets and liabilities.
Aaron Tolson, Esq. at TOLSON & WAYMENT PLLC serves as the Debtor's
counsel.


TUPPERWARE BRANDS: Moody's Cuts CFR to B3 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service downgraded Tupperware Brands
Corporation's Corporate Family Rating to B3 from Ba3, the company's
Probability of Default Rating to B3-PD from Ba3-PD and its senior
unsecured rating to Caa2 from B1. The company's speculative grade
liquidity rating remains unchanged at SGL-4. The outlook is
negative. The rating action concludes the review for downgrade
initiated on November 26, 2019 and maintained in Moody's rating
action on February 27, 2020.

The downgrade reflects Moody's expectation that continued
significant revenue and operating cash flow erosion will make it
challenging for Tupperware to economically refinance the $600
million of notes maturing in June 2021. Tupperware's revenue and
earnings were already declining meaningfully heading into 2020, and
efforts to contain the coronavirus are weakening economic growth
globally and add further operating pressure on Tupperware. The
company's independent sales force is a significant revenue driver
across the company's direct selling business model, and the ongoing
declines in active representatives continues to negatively affect
business performance. Social elements including changes to consumer
shopping patterns and the attractiveness of individuals serving as
Tupperware sales representatives are also negatively affecting the
company's direct selling business model. Recent senior management
appointments bring important direct selling and consumer product
experience, but the magnitude of the operating challenges and
difficult economic environment present considerable headwinds to
materially improving earnings and cash flow in a short time period
even with good execution and cost reductions. Market volatility is
also raising borrowing costs and further increasing refinancing
risk.

The negative outlook reflects uncertainty regarding the company's
ability to quickly stabilize declines in its sales force, operating
earnings and cash flow, and to refinance the bonds. Moody's also
recognizes the challenges that Tupperware will face given growing
governmental mandates for social distancing that directly contrasts
with the company's inherent direct selling business model.

Ratings downgraded:

Tupperware Brands Corporation

  Corporate Family Rating to B3 from Ba3

  Probability of Default Rating to B3-PD from Ba3-PD

  Senior unsecured rating to Caa2 (LGD5) from B1 (LGD5)

Outlook Actions:

  Outlook changed to negative from Rating Under Review.

RATINGS RATIONALE

Tupperware's B3 CFR reflects Moody's concern that competitive,
economic, and structural headwinds will continue to create
challenges for the company to stem revenue declines and quickly
execute an operational turnaround. The ratings also reflect growing
refinancing risk stemming from the June 2021 note maturity amid
weak operating performance, economic conditions, and high financial
market volatility. The company's unique direct selling business
model is highly reliant upon its ability to recruit and retain
sales representatives around the world. There is long term risk to
direct sellers in developing markets as increasing retail
penetration, e-commerce activity, and competition gradually
diminish the current distribution advantages. Developing markets
also tend to include more volatile economies and foreign exchange
rate exposure. In addition, the company's modest scale relative to
other consumer product peers and sensitivity to discretionary
consumer spending heighten credit risks. The ratings are supported
by Tupperware's well-recognized brand name, global selling and
distribution capabilities and positive free cash flow.

The SGL-4 Speculative Grade Liquidity rating reflects Tupperware's
weak liquidity. Tupperware's $600 million unsecured bonds are due
in June 2021 and Moody's does not believe the company has
sufficient cash, free cash flow and unused revolver capacity to
address the maturity without a partial refinancing. Moody's expects
the company to remain free cash flow positive in 2020, but this is
largely the result of the dividend suspension in 2019, which will
result in cash savings of $75 million in 2020 compared to 2019. The
increase in interest necessary to refinance the notes could exceed
the projected free cash flow. Tupperware's operating cash flow
generation continues to decline due to its deteriorating revenues
and profitability.

Social risks are a meaningful consideration given the company's
direct sales business model. The current potential impact of the
coronavirus on the sales force and mandates for social distancing,
changing demographics, economic and employment conditions can
affect the company's ability to recruit and retain its sales force
and can also influence how consumers shop. The business model can
also come under scrutiny by regulators. Tupperware also faces
important corporate governance challenges reflecting meaningful
turnover at the senior management ranks. Environmental
considerations are not considered material to Tupperware's credit
profile, but the company must monitor its land, water, energy and
raw material usage.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The consumer
products sector has been one of the sectors affected by the shock
given its sensitivity to consumer demand and sentiment. More
specifically, the weaknesses in Tupperware's credit profile,
including its exposure to multiple affected countries have left it
vulnerable to shifts in market sentiment in these unprecedented
operating conditions and the company remains vulnerable to the
outbreak continuing to spread. Moody's regards the coronavirus
outbreak as a social risk under its ESG framework, given the
substantial implications for public health and safety. The action
in part reflects the impact on Tupperware of the breadth and
severity of the shock, and the broad deterioration in credit
quality it has triggered.

Tupperware's ratings could be downgraded if the company is unable
to successfully refinance its upcoming 2021 debt maturities in a
timely manner. Ratings could also be downgraded if the company does
not stabilize sales representative counts, revenue and earnings.
Deteriorating liquidity or an adverse shift in the regulatory
environment could also lead to a downgrade.

Before Moody's would consider an upgrade, Tupperware would need to
materially improve its operating performance. The company would
also need to maintain a conservative financial profile, refinance
the notes and generate comfortably positive free cash for an
upgrade to be considered.

Tupperware Brands Corporation is a global manufacturer and direct
seller of consumer products across multiple categories including
food storage, preparation and serving items, and beauty and
personal care products. Products are sold through a worldwide sales
force that includes approximately 3 million independent dealers.
Tupperware is publicly traded and generated approximately $1.8
billion in annual revenue.

The principal methodology used in these ratings was Consumer
Packaged Goods Methodology published in February 2020.


TUPPERWARE BRANDS: S&P Keeps 'B' ICR on CreditWatch Negative
------------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
U.S.-based Tupperware Brands Corp., and the rating remain on
CreditWatch with negative implications.

S&P lowered the issue-level rating on Tupperware's $600 million
senior unsecured notes due 2021 to 'B-' from 'B' to reflect the
conversion of the unsecured revolver to secured status. The
recovery rating is '5', indicating S&P's expectation for modest
(10%-30%) recovery in the event of a payment default. These
issue-level ratings will also remain on CreditWatch with negative
implications.

Tupperware Brands Corp. filed its 10-K on March 12, 2020, and
received a clean audit opinion. On Feb. 28, 2020, the company
entered into an amendment on its credit facility.
Tupperware also announced that it has appointed Miguel Fernandez as
CEO and Richard Goudis as executive vice chairman. Both individuals
are experienced executives in the direct marketing industry.

The lowered issue-level ratings on Tupperware's $600 million senior
unsecured notes due June 1, 2021, reflect the secured status of the
company's $650 million revolver due March 2024(not raed). The
revolver is unconditionally guaranteed by Dart Industries Inc. (the
holder of the Tupperware trademark) and as part of the amendment,
and by each other wholly owned domestic material subsidiary of
Tupperware, subject to customary exceptions. The collateral package
was bolstered with substantially all other assets of Tupperware,
Dart Industries, and the other subsidiary guarantors, other than
real estate. The favorable position of the revolver resulted in
less recovery value available to the unsecured lenders.

The CreditWatch placement with negative implications reflects
further downside risk to the ratings if Tupperware does not
refinance its notes before June 2020 with reasonable terms, or if
additional guidance for 2020 is much weaker than what the company
recently provided.

"Upon resolution of the CreditWatch placement, we may lower or
affirm our ratings on the company. Specifically, we could downgrade
Tupperware into the 'CCC' category if its notes become current and
there is no clear refinancing plans or if we believe the operating
outlook for 2020 is substantially weaker than what we had forecast.
On the other hand, we could affirm our ratings on Tupperware if the
company launches a refinancing plan that we believe will be
completed in a timely manner and at reasonable terms," S&P said.


VERESEN MIDSTREAM: Moody's Withdraws Ba3 CFR for Business Reasons
-----------------------------------------------------------------
Moody's Investors Service withdrew its ratings for Veresen
Midstream Limited Partnership including the company's Ba3 Corporate
Family Rating, and Ba3 senior secured term loan rating.

Withdrawals:

Issuer: Veresen Midstream Limited Partnership

  Corporate Family Rating, Withdrawn, previously rated Ba3

  Probability of Default Rating, Withdrawn, previously rated
  B1-PD

  Gtd Senior Secured Term Loan, Withdrawn, previously rated
  Ba3 (LGD3)

  Gtd Senior Secured Revolving Credit Facility, Withdrawn,
  previously rated Ba3 (LGD3)

Outlook Actions:

Issuer: Veresen Midstream Limited Partnership

  Outlook, Changed to Rating Withdrawn from Negative

RATINGS RATIONALE

Moody's has decided to withdraw the ratings for its own business
reasons.

VMLP is a Calgary, Alberta-based private midstream company, 45%
owned by Pembina Pipeline Corporation (Pembina unrated) and 55% by
Kohlberg Kravis Roberts & Co. L.P. (KKR unrated), a private equity
firm. VMLP is engaged in natural gas gathering, field compression
and processing in the central Montney in British Columbia.


VERMILION ENERGY: Fitch Affirms BB- LT IDR & Alters Outlook to Neg.
-------------------------------------------------------------------
Fitch Ratings has affirmed the Long-term Issuer Default Rating of
Vermilion Energy Inc. at 'BB-' and the company's senior unsecured
rating at 'BB-'/'RR4', but revised the company's Outlook to
Negative from Stable.

A number of factors have contributed to the hydrocarbon price
collapse, including COVID-19, an OPEC price war between Saudi
Arabia and Russia, and a seasonally warm Northern hemisphere
winter. These factors also led Fitch to revise its base case oil
and gas price decks used to assess E&Ps lower as well, which has
weakened the company's credit metrics versus previous
expectations.

The main driver for the Negative Outlook is caution around the
company's high secured credit facility balance (currently 73%
drawn), which stands out versus US HY E&P peers. This higher
balance is mitigated by several factors, including the fact the
secured revolver is covenant-based, and is not subject to borrowing
base redetermination risk; the lack of springing lien issues in
VET's capital structure; and a generally supportive bank group.
Despite these qualifications, Fitch believes a large drawn revolver
balance is a differentiating source of risk in the current low
priced environment.

VET is otherwise reasonably positioned at the 'BB-' level. Its
ratings reflect its diversification; strong netbacks and cash flow
generation; good leverage and coverage for the rating category; low
break-evens; and low base decline rate. VET's ratings are also
supported by the additional steps the company has taken to address
the downturn, including its 91% distribution cut, and ability to
further capex further in a lower-for longer environment.

KEY RATING DRIVERS

High Revolver Balances in a Downturn: As of Dec. 31, 2019, the draw
on Vermilion's CAD2.1 billon secured revolver was CAD1.54 billion
(approximately 73%). VET has historically maintained higher
revolver balances given its view of the revolver as a cheap funding
source. There are several mitigants to a high revolver balance,
including the fact the facility is covenant-based rather than
RBL-based, which eliminates the risk of being redetermined lower
semi-annually; a supportive bank group; and the lack of springing
lien issues in the company's capital structure. The facility
matures May 31, 2023. Nonetheless, Fitch believes having a large
drawn revolver balance remains a differentiating source of risk
versus peers in the current stressed priced environment. Under the
base case, Fitch expects covenant headroom will tighten materially
in 2020.

Strong Netbacks: VET has above-average cash netbacks among E&P
peers. As calculated by Fitch, at YE 2019, VET's cash netbacks were
CAD25.6/boe (USD18.6/boe), versus USD16.6/boe for SM Energy
USD13.5/boe for Ovintiv, and USD18.7/boe for Marathon Oil. Higher
margins remain a key credit protection in the current low priced
environment.

Diversified Asset Base: Vermilion has a unique asset profile among
peers given the high level of geographic diversification relative
to its size. VET's asset base is focused on three main regions:
North America, Europe and Australia, with production split among
ten countries, including Canada, France, Netherlands, Ireland,
Australia, Germany and the U.S. as well as prospective inventory in
Central and Eastern Europe (Hungary, Croatia, Slovakia). This level
of geographic diversification is linked to the company's philosophy
of seeking out the highest return projects regardless of location.
Geologically, many of the plays tend to be shallow, lower cost
conventional resource plays (France, Netherlands) or lower cost
fracking plays Williston Basin in Southeast Saskatchewan).

Challenges in Scaling Up: The downside of Vermilion's heavily
diversified portfolio is a limited ability to scale up in most of
its plays outside properties in the U.S. and Canada. This contrasts
with most of the company's shale-centric North American peers, who
are focused on building returns by scaling up in individual shale
basins. VET's growth prospects for its international portfolio vary
significantly, ranging from regions in decline (Ireland--Corrib) to
areas with good geology and well prospectivity, but challenging
permitting environments (Germany and Netherlands) to those with
good infill and brownfield expansion opportunities (Australia,
France).

Slashing the Dividend: As a legacy income trust, VET historically
had a relatively large dividend (which is unusual for an E&P VET's
size). Following the collapse in oil & gas prices, management cut
the dividend by 91%, conserving approximately CAD400 million per
year, and has reduced capex. Fitch anticipates that if the current
market conditions were to persist or worsen, the company could
potentially hit these levers again, as well as overhaul its cost
structure, similar to what E&P peers have announced to date. Fitch
does not believe asset sales are a viable option for VET given the
uniqueness of its assets and limited buyer pool.

DERIVATION SUMMARY

Vermilion's positioning against high-yield peers in the independent
E&P space is mixed. In terms of geographic diversification, VET is
peer-leading with a presence in three regions and ten countries.
However, scale is an issue given this variable approach, and the
company has scale in just one region currently: Canada. In terms of
size, VET is on the smaller end of the spectrum. At 100.4mboepd of
production in 2019, it is smaller than peers SM Energy (B-/RWN;
132.3mboepd), Murphy (BB+/Stable; 185.2mboepd) and Southwestern
Energy (BB/Negative; 355.7mboepd). Growth prospects are also below
average versus the group. However, price realizations and unit
economics are above average for the group. As calculated by Fitch,
at YE 2019, VET's cash netbacks were CAD25.6/boe (USD18.6/boe),
versus USD16.6/boe for SM Energy, USD22.7/boe for Murphy Oil,
USD13.5/boe for Ovintiv (BBB-/Negative) and USD18.7/boe for
Marathon Oil (BBB/Negative). The company's large dividend (since
cut by 91%) also sets its credit profile apart from high yield
peers and is a constraint on financial flexibility versus peers. No
country-ceiling, parent/subsidiary or operating environment aspects
have an impact on the rating.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within the Rating Case for the Issuer

  - WTI oil price of $38 in 2020; $45 in 2021; $50 in 2022; and
    $52 in 2023 and the long term;

  - Henry Hub natural gas prices of $1.85/mcf in 2020; $2.10/mcf
    in 2021; $2.25/mcf in 2022; and $2.50/mcf in 2023 and the
    long term;

  - Capex cut to CAD415 million in 2020, gradually rising to just
    under CAD460 million by the end of the forecast;

  - Distributions managed to minimize incremental debt additions
    in the near term, then grown in line with higher cash flows
    in outer years of the forecast;

  - A U.S. dollar/Canadian dollar exchange rate of 0.77, which
    is flat across the forecast.

RATING SENSITIVITIES

Developments That May, Individually or Collectively, Lead to
Positive Rating Action

  - Production approaching 150mboepd;

  - Improved financial flexibility;

  - Increased scale in existing positions, with greater drilling
    inventory, a higher reserve life and the ability to develop
    new inventory while maintaining high margins;

  - Mid-cycle debt/EBITDA below 2.0x;

  - Mid-cycle lease adjusted leverage below 2.2x.

Developments That May, Individually or Collectively, Lead to
Negative Rating Action

  - A major operational or regulatory issue resulting in declining
    production;

  - Impaired financial flexibility, stemming from reduced revolver
    availability, capex headroom or leveraging transactions;

  - Mid-cycle debt/EBITDA above 3.0x;

  - Mid-cycle lease adjusted leverage above 3.2x.

The ability to de-risk financial flexibility through demonstrated
FCF generation and revolver debt reduction, along with maintaining
the leverage profile within rating tolerances, would likely resolve
the current Negative Outlook.

LIQUIDITY AND DEBT STRUCTURE

Limited Liquidity: VET's current liquidity is somewhat tight. Cash
and equivalents at Dec. 31, 2019 were CAD29 million, which reflects
the company's policy of keeping modest amounts of cash on the
balance sheet, and instead relying on the revolver to meet
liquidity needs. Utilization on the revolver was high as of YE,
having risen to CAD1.54 billion (73%) versus CAD1.39 billion at YE
2018 and CAD900 million in 2017. VET has kept higher balances on
its revolver historically, as the company views it as a low cost
funding source. The revolver does not mature until May 31, 2023.
Covenant headroom is currently adequate, but is expected to tighten
notably in Fitch's base case, and include a total debt/EBITDA (max
4.0x, actual 1.94x), senior debt/EBITDA (max 3.5x, actual 1.56x)
and EBITDA/interest coverage (min 2.5x, actual 13.46). There was
ample headroom on all covenants. Besides the revolver, the company
has no maturities until its 5.625% 2025 notes come due.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch has made no material adjustments that are not disclosed in
the company's public filings.

ESG CONSIDERATIONS

ESG issues are credit neutral or have only a minimal credit impact
on the entity(ies), either due to their nature or the way in which
they are being managed by the entity(ies).


VERMILION ENERGY: Moody's Alters Outlook on Ba3 CFR to Negative
---------------------------------------------------------------
Moody's Investors Service affirmed Vermilion Energy Inc.'s ratings,
including its Ba3 Corporate Family Rating, Ba3-PD Probability of
Default Rating and B2 senior unsecured debt rating, changed the
rating outlook to negative from stable and downgraded the
Speculative Grade Liquidity Rating to SGL-3 from SGL-2.

"The negative outlook reflects the potential that Vermilion's
credit metrics will come under pressure in 2020, despite recent
moves to improve cash flow by cutting its dividend" commented
Moody's Analyst Jonathan Reid.

Downgrades:

Issuer: Vermilion Energy Inc.

  Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
  SGL-2

Outlook Actions:

Issuer: Vermilion Energy Inc.

  Outlook, Changed To Negative From Stable

Affirmations:

Issuer: Vermilion Energy Inc.

  Probability of Default Rating, Affirmed Ba3-PD

  Corporate Family Rating, Affirmed Ba3

  Senior Unsecured Regular Bond/Debenture, Affirmed B2 (LGD6
  from LGD5)

RATINGS RATIONALE

Vermilion's Ba3 CFR is supported by 1) exposure to international
commodity prices which supports good cash margins; 2) a decline
rate that allows the company to have low capital intensity; 3) a
diversified portfolio with a long track record of successful
operations despite its disparate nature; and 4) expected adequate
liquidity and lack of near term maturities. Vermilion is challenged
by 1) the current low commodity price environment that will put
pressure on credit metrics in 2020; 2) some execution risk inherent
to the multiple geographies in which it operates; and 3) growing
regulatory pressure on oil and gas extraction throughout Europe
where a large portion of the company's assets are located.

Vermilion's move to quickly reduce its dividend by around 91%
combined with cutting its capital budget by C$80-C$100 million in
2020 will help protect cash flow in 2020 in a low case oil price
environment.

The negative outlook reflects the likelihood that if low commodity
prices persist the company will generate negative free cash in 2020
leading to stress on its credit metrics and increasing the
likelihood that it could breach financial covenants on its
revolving credit facility.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. More specifically,
the weaknesses in Vermilion's credit profile have left it
vulnerable to shifts in market sentiment in these unprecedented
operating conditions and Vermilion remains vulnerable to the
outbreak continuing to spread and oil prices remaining weak.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. The action reflects the impact on Vermilion of the
breadth and severity of the oil demand and supply shocks, and the
broad deterioration in credit quality it has triggered.

Vermillion has adequate liquidity (SGL-3). At December 31, 2019
Vermilion had C$29 million of cash and about C$560 million
available under its C$2.1 billion revolver maturing in May 2023.
The company's move to cut its dividend and capital program should
enable it to generate positive free cash flow in its base case
price environment, however Moody's would expect it to generate
negative free cash flow in a low case oil price environment. The
company has no maturities over the next 12 months. Vermilion should
remain in compliance with the three financial covenants under its
revolver over the next 12 months, however Moody's believes there is
some risk that in a low case oil price environment that it could
breach its covenants. Alternate sources of liquidity, if needed,
are good as the company could sell up to C$210 million worth of
assets in 2020 without needing consent from their banks.

Vermilion's rating could be downgraded if the company's RCF/Debt
ratio was sustained below 20% (24.3% at yearend 2019), if its
leveraged full-cycle ratio (LFCR) was sustained below 1x (2.2x at
yearend 2019) or if the company generates negative free cash flow
for a sustained period of time.

Given the negative outlook an upgrade is unlikely, however the
ratings could be upgraded if Vermilion's RCF/Debt was sustained
above 40% (24.3% at yearend 2019, if it's LFCR was sustained above
2x (24.3% at yearend 2019, or if it sustained production above
80,000 boe/d net of royalties (91 boe/d at yearend 2019).

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Vermilion is a Canadian independent exploration and production
company with significant operations in Canada, Europe, Australia
and the US. The company operates a range of onshore and offshore
light oil and natural gas assets.


VIRGINIA TRUE: Diatomite Corp Objects to Disclosure Statement
-------------------------------------------------------------
Diatomite Corporation of America objects to the Disclosure
Statement in Connection with Chapter 11 Plan of Reorganization of
Debtor Virginia True Corporation and respectfully states as
follows:

   * The Disclosure Statement, and the Plan itself, cannot be
approved. Among other things, the Disclosure Statement fails to set
forth a viable business plan or address contingencies underlying
critical Plan funding, the value of the Property, whether creditors
would fare better in a liquidation, and the basis for separately
classifying the DEQ Claim and providing better treatment for it
than other General Unsecured Claims.

   * The Disclosure Statement cannot be approved because it
describes a Plan that is patently unconfirmable.  The Plan cannot
be confirmed because it improperly classifies Class 3 (General
Unsecured Claims) as unimpaired. It is not proposed in good faith.
It relies on unsupported assumptions, rendering it infeasible, and
fails to justify the separate classification and disparate
treatment of the DEQ Claim.

   * Since the Plan extends the maturity date of the Diatomite Note
for over four years and reduces the contractual interest to which
Diatomite is entitled, the Diatomite Claim is impaired. As such,
Class 3 is impaired.

   * The DEQ Claim arises from the purported settlement of the
prepetition Environmental Claims and is, therefore, a General
Unsecured Claim.  The Plan separates the DEQ Claim into its own
Class (Class 2), apart from the rest of the General Unsecured
Claims (Class 3), and provides favored treatment to the DEQ Claim
over other General Unsecured Claims because it is to be paid within
approximately one-year, while the other General Unsecured Claims
are to be paid within four years.

   * The Disclosure Statement fails to provide sufficient facts to
support the Plan's bold assumptions.  Without such information, it
is not possible for Diatomite (or any other creditor) to determine
what it is going to get when it is going to get it, and what
contingencies there are to getting its distribution.

A full-text copy of Diatomite's objection to the Disclosure
Statement dated March 10, 2020, is available at
https://tinyurl.com/vo69yqt from PacerMonitor at no charge.

Attorneys for Diatomite Corporation:

         VENABLE LLP
         Rishi Kapoor
         Rockefeller Center
         1270 Avenue of the Americas, 24th Floor
         New York, New York 10020
         Telephone: (212) 307-5500
         Facsimile: (212) 307-5598
         E-mail: rkapoor@venable.com

              About Virginia True Corporation

Virginia True Corporation, a New York-based golf resort owner and
developer, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 19-42769) on May 3, 2019.  At the
time of the filing, the Debtor was estimated to have assets of
between $10 million and $50 million and liabilities of the same
range.  Judge Nancy Hershey Lord oversees the case.  Pick & Zabicki
LLP is the Debtor's legal counsel.


VITA CRAFT: Seeks to Use BMO Harris Cash Collateral
---------------------------------------------------
Vita Craft Corporation asked the Bankruptcy Court for the District
of Kansas to use the cash collateral of BMO Harris Bank on an
interim basis, pending final hearing.  The Debtor will use the cash
collateral to pay expenses arising in the ordinary course of
business, pursuant to a budget.

The Debtor proposed to make monthly adequate protection payments to
BMO Harris of $3,300.94 beginning the week of March 15, 2020 and
continuing monthly thereafter on the second week of each month.
The Debtor also proposed to grant BMO Harris a replacement lien to
the extent of the pre-petition liens, and attaching to the same
assets of the Debtor in which BMO Harris holds pre-petition liens.

Before the Petition Date, the Debtor is a party to certain loan
agreements with predecessors-in-interest to BMO Harris Bank (Gold
Bank and then M&I Bank), which obligation, as of January 16, 2020,
aggregate $2,463,332.65 in principal balance.  

                     About Vita Craft Corp

Vita Craft Corporation, a company that manufactures cookwares,
filed a voluntary petition pursuant to Chapter 11 of the Bankruptcy
Code (Bankr. D. Kan. Case No. 19-22358) on Nov. 1, 2019.  In the
petition signed by Gary E. Martin, president, the Debtor disclosed
$7,843,679 in assets and $2,698,042 in liabilities.  Judge Robert
D. Berger oversees the case.  Robert J. Haupt, Esq., at Lathrop
Gage LLP, is the Debtor's counsel.


VIZITECH USA: Seeks to Hire David Giddens as Accountant
-------------------------------------------------------
ViziTech USA, LLC, seeks authority from the U.S. Bankruptcy Court
for the Middle District of Georgia to employ David Giddens, CPA, as
accountant to the Debtor.

ViziTech USA requires David Giddens to assist the Debtor in the
preparation and filing of all documents required for the 2019
federal and state tax returns.

David Giddens will be paid at the hourly rate of $75.

David Giddens will also be reimbursed for reasonable out-of-pocket
expenses incurred.

David Giddens, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.

David Giddens can be reached at:

     David Giddens
     412 W. Marion Street
     Eatonton, GA 31024
     Tel: (706) 485-5555
     Fax: (706) 485-6668

                     About ViziTech USA

ViziTech USA, LLC -- https://www.vizitechusa.com/ -- is an
education and training company specializing in 3D technology,
augmented reality (AR), and virtual reality (VR) learning programs.
The Company takes complex concepts and processes, such as frog
dissection in the classroom or safety training in the workplace,
and recreate them virtually for an interactive, safe learning
experience.  The company serves school districts across the
southeast, commercial clients, and government clients.

On Dec. 26, 2019, the company sought Chapter 11 protection (Bankr.
M.D. Ga. Case No. 19-52416) in Macon, Georgia.  On the Petition
Date, the Debtor was estimated to have between $100,000 and
$500,000 in assets, and between $1 million and $10 million in
liabilities.  The petition was signed by Charles Stewart
Rodeheaver, sole member and manager.  Judge James P. Smith oversees
the case.  Stone & Baxter, LLP, is serving as the Debtor's counsel.


WESTERN HOST: Unsecureds to Receive Nothing Under Liquidating Plan
------------------------------------------------------------------
Debtor Western Host Associates, Inc., filed with the U.S.
Bankruptcy Court for the District of Puerto Rico a Chapter 11 Plan
and a Disclosure Statement on March 10, 2020.

This is a Chapter 11 liquidation plan.  The Debtor seeks to pay
creditors with the proceeds of the business interruption insurance,
with the carve out as per agreement with secured creditor Triangle
Cayman Asset Company 2 to be filed with the Court, and any amount
left, if any, from operation until February 29, 2020, after paying
all administrative expenses, salaries, taxes, etc., to all parties
and creditors.

The Debtor's hotel stopped operating and closed on Feb. 29, 2020.
In this case, the Debtor reached an agreement with secured creditor
Triangle Cayman Asset Company 2 to transfer the property as full
satisfaction of the debt.

As to CLASS IV Claim of Triangle Cayman Asset Company 2, the
automatic stay was lifted in favor of this secured creditor.  The
building at Old San Juan San Jose Street 202, San Juan, P.R. 00901
will be transferred to this secured creditor in full satisfaction
of the secured debt.  This creditor also received the amount of
$633,806 from Integrand Assurance Company as a result of damages
caused by Hurricane Maria to the mortgaged property.  This claim is
secured because of a mortgage deed and notes.

CLASS V General Unsecured Claims total $502,140.24. The liquidation
value is 0%. Therefore, unsecured creditors will not receive any
amount under the Plan.  A liquidation analysis will be filed as a
supplement to the Plan of Reorganization.

The Plan will be paid with the proceeds of the business
interruption in the amount of $370,000, a carve-out in the amount
of $43,000.00 from agreement with secured creditor Triangle Cayman
Asset Company 2, and any amount left, if any, from operation until
Feb. 29, 2020, after paying all administrative expenses, salaries,
taxes, etc.

Taxes that were being paid by the Debtor were Social Security
payments to the Internal Revenue Service, Income tax to the
Treasury Department of Puerto Rico, and Property taxes to the
Municipal Revenue Collection Center.

A full-text copy of the Disclosure Statement dated March 10, 2020,
is available at https://tinyurl.com/wzxheol from PacerMonitor at no
charge.

The Debtor is represented by:

         GRATACOS LAW FIRM, P.S.C.
         P.O. Box 7571
         Caguas, P.R. 00726
         Tel: (787) 746-4772
         Fax: (787) 746-3633
         E-mail: bankruptcy@gratacoslaw.com
         Victor Gratacos Díaz, Esq.

                 About Western Host Associates

Western Host Associates, Inc., owns a four-story commercial hotel
building located at 202 San Jose Street, Old San Juan, Puerto
Rico.

The hotel is currently non-operational and is valued by the company
at $1.35 million.

The company previously sought bankruptcy protection on Nov. 14,
2012 (Bankr. D.P.R. Case No. 12-09093) and on May 19, 2011 (Bankr.
D.P.R. Case No. 11-04152).

Western Host Associates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 18-02696) on May 15, 2018.
In the petition signed by Luis Alvarez, president, the Debtor
disclosed $1.36 million in assets and $4.82 million in
liabilities.

Judge Brian K. Tester oversees the case.

The Debtor tapped Gratacos Law Firm, PSC, as its legal counsel and
the Law Offices of Jose R. Olmo-Rodriguez, as special counsel.


WESTERN MIDSTREAM: Moody's Reviews Ba1 CFR for Downgrade
--------------------------------------------------------
Moody's Investors Service placed Western Midstream Operating, LP's
ratings under review for downgrade, including its Ba1 Corporate
Family Rating and its Ba1 senior unsecured notes rating. Its
Speculative Grade Liquidity Rating was unchanged at SGL-2.

WES Operating's general partner is owned by Western Midstream
Partners, LP, a publicly traded master limited partnership, which
also owns a 98% limited partnership interest in WES Operating.
Occidental Petroleum Corporation (OXY, Ba1 review down) indirectly
owns WES's general partner Western Midstream Holdings, LLC.

"WES Operating's review for downgrade follows the downgrade of
WES's general partner and principal throughput counterparty
Occidental Petroleum Corporation's ratings to Ba1 on review for
downgrade," commented Andrew Brooks, Moody's Vice President.
"Although the anticipated trajectory of lower leverage generated by
modest growth in WES Operating's predominantly fee-based EBITDA
remains largely intact, WES Operating's Ba1 CFR is effectively
capped by OXY's rating and could be lowered depending on the
outcome of OXY's review for downgrade."

On Review for Downgrade:

Issuer: Western Midstream Operating, LP

Probability of Default Rating, Placed on Review for Downgrade,
currently Ba1-PD

Corporate Family Rating, Placed on Review for Downgrade,
currently Ba1

Senior Unsecured Notes, Placed on Review for Downgrade,
currently Ba1 (LGD4)

Outlook Actions:

Issuer: Western Midstream Operating, LP

Outlook, Changed To Rating Under Review From Positive

RATINGS RATIONALE

WES Operating's CFR is effectively capped by Occidental Petroleum's
Ba1 rating, its primary customer which is on review for downgrade.
Not only does OXY own WES's general partner, OXY also represents a
significant majority of WES Operating's throughput and its credit
represents a significant majority of WES Operating's EBITDA.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. More specifically,
the weaknesses in WES Operating's credit profile have left it
vulnerable to shifts in market sentiment in these unprecedented
operating conditions and WES Operating remains vulnerable to the
outbreak continuing to spread and oil prices remaining weak.
Moody's regards the coronavirus outbreak as a social risk under its
ESG framework, given the substantial implications for public health
and safety. The action reflects the impact on WES Operating of the
breadth and severity of the oil demand and supply shocks, and the
broad deterioration in credit quality it has triggered.

The review for downgrade for OXY will focus on OXY's near-term
ability to meaningfully improve its credit profile, deploying asset
sale proceeds to repay debt, with a continuing focus on further
debt reduction as well as its ability to generate positive free
cash flow in a stressed oil price environment. The review will also
consider OXY's financial policies in the context of addressing its
significant debt levels and upcoming debt maturities, as well as
its scale, capital structure, operating performance and the
execution risk of integrating the large-scale asset base and
operations of Anadarko.

If OXY's Ba1 rating, currently under review for downgrade, falls
below Ba1 then WES Operating's ratings would be downgraded. WES
Operating's Ba1 CFR could also be downgraded if its debt/EBITDA
rises above 5x or if distribution coverage approaches 1x. In order
for WES Operating to be upgraded OXY would have to be upgraded to
Baa3 or higher which is unlikely given the challenge of low oil
prices and corresponding review for downgrade.

The principal methodology used in these ratings was Midstream
Energy published in December 2018.

A 98% limited partner interest in WES Operating is owned by Western
Midstream Partners, LP (WES), a publicly traded MLP. WES Operating
provides midstream energy services primarily to OXY as well as
other third-party oil and gas producers and customers. WES also
owns a 100% equity interest in Western Midstream Operating GP, LLC,
which holds the non-economic general partner interest in WES
Operating. OXY owns Western Midstream Holdings, LLC, WES's general
partner. Western Midstream Partners is headquartered in The
Woodlands, Texas.


WHITING PETROLEUM: Moody's Cuts CFR to Caa1, Alters Outlook to Neg.
-------------------------------------------------------------------
Moody's Investors Service downgraded Whiting Petroleum
Corporation's Corporate Family Rating to Caa1 from B1, its B1-PD
Probability of Default Rating to Caa1-PD and its B2 senior
unsecured notes rating to Caa2. Whiting's Speculative Grade
Liquidity Rating has been downgraded to SGL-4 from SGL-3. The
outlook is changed to negative from stable.

"Whiting faces daunting prospects in its effort to refinance its
near-term maturities, which could compel it to pursue a distressed
exchange of its maturing debt," commented Andrew Brooks, Moody's
Vice President. "Whiting operates an attractive asset base in the
Williston Basin's Bakken and Three Forks formations where it is
predominantly oil-weighted, targeting breakeven cash flow by
reducing costs through maximizing drilling and completion
efficiencies."

Downgrades:

Issuer: Whiting Petroleum Corporation

  Probability of Default Rating, Downgraded to Caa1-PD from B1-PD

  Speculative Grade Liquidity Rating, Downgraded to SGL-4 from
  SGL-3

  Corporate Family Rating, Downgraded to Caa1 from B1

  Senior Unsecured Conv./Exch. Bond, Downgraded to Caa2 (LGD5)
  from B2 (LGD5)

  Senior Unsecured Notes, Downgraded to Caa2 (LGD5) from B2 (LGD5)

Outlook Actions:

Issuer: Whiting Petroleum Corporation

  Outlook, Changed to Negative from Stable

RATINGS RATIONALE

Whiting is confronting debt maturities in 2020 and 2021, which
could prompt a springing forward of the maturity of its $1.75
revolving credit facility to December 2020 if the 2021 maturity is
not addressed. Whiting's revolving credit facility has the capacity
at present to accommodate the refinancing of these two maturities.
However, should this low commodity-priced environment lead to a
downward redetermination of the revolver's $2.05 billion borrowing
base, Whiting could face a liquidity squeeze. These risks resulted
in the downgrade of the company's rating to Caa1 CFR with a
negative outlook.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. More specifically,
the weaknesses in Whiting's credit profile have left it vulnerable
to shifts in market sentiment in these unprecedented operating
conditions and Whiting remains vulnerable to the outbreak
continuing to spread and oil prices remaining weak. Moody's regards
the coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the impact on Whiting of the breadth and
severity of the oil demand and supply shocks, and the broad
deterioration in credit quality it has triggered.

Whiting's SGL-4 rating reflects weak liquidity, with Whiting facing
a $262 million debt maturity April 1, 2020 and a $774 million
maturity in March 2021. Its $2.05 billion secured borrowing base
revolving credit facility, under which $1.75 billion is committed,
was drawn in the amount of $375 million at year-end 2019. The
revolver's available unused capacity could be used to refinance
upcoming debt maturities, although the company runs the risk of a
downward borrowing base redetermination, which would restrict its
available borrowing capacity. Under the terms of a September 13,
2019 amendment to its revolving credit facility, subject to a
number of conditions including compliance with a 3.25x debt/EBITDAX
leverage ratio, Whiting is permitted to repurchase, redeem or
prepay its unsecured notes under the revolver. Whiting's revolving
credit facility is scheduled to mature in April 2023. However, to
the extent that any of its senior notes have a maturity date prior
to 91 days after April 12, 2023 (specifically the $774 million
notes due March 2021), and other than the 2020 convertible notes,
the revolver's maturity date would advance to 91 days prior to the
March 2021 maturity date of the 2021 notes, or December 15, 2020.
Without a resolution of the springing maturity, the revolver would
mature on this date.

Whiting's Caa1 CFR reflects the challenges the company faces in its
efforts to refinance upcoming unsecured senior note maturities in
2020 and 2021, whose outstanding principal amounts aggregate $1,036
million as of December 31, 2019. Moreover, despite substantial debt
reduction since 2014's peak, Whiting continues to carry high
absolute debt levels, with financial leverage at $23,000 debt on
production and $8.00 debt on proved developed reserves at year-end
2019. Whiting's Caa1 CFR is supported by the scale of the company's
485 million Boe reserve base (55% oil; 74% proved developed) and
production (65% crude oil), and a deep drilling inventory in the
core of the Bakken Shale. In addition to its Williston Basin
production, Whiting produced 10.4 thousand Boe per day in
Colorado's DJ Basin (the "Redtail" area) in 2019's fourth quarter.
Considered non-core, Redtail is being operated to maximize cash
flow, with minimal capital spending allocated for well
completions.

Whiting has stabilized its production levels after falling steeply
following 2016's collapse in crude prices. Production averaged 125
thousand barrels of oil equivalent (Boe) per day in 2019, although
with recently announced capital spending cuts in response to low
crude prices, it is likely that 2020's production will now fall
below the companies initially guided 8% decline. Whiting had
achieved relatively stable production while approaching breakeven
cash flow at year-end 2019. A 30% reduction in 2020's originally
guided capital spending will reinforce company's focus on enhancing
its operating cash flow. Retained cash flow (RCF) to debt in 2019
dropped to 27% from the prior year's 36%, and Moody's expects this
measure to fall again in 2020, possibly dropping below 20%.

The Caa2 rating on Whiting's unsecured notes is one notch below its
Caa1 CFR, reflecting the subordination of these notes to Whiting's
secured revolving credit facility.

The rating outlook is negative, reflecting the challenges faced by
Whiting as it confronts near-term debt maturities in a low-priced
oil environment. Whiting's ratings could be downgraded if a
resolution of upcoming debt maturities reduces liquidity available
to Whiting, or results in a distressed exchange of debt. Ratings
could also be downgraded if RCF/debt drops below 10%. Whiting's
ratings could be upgraded upon a successful refinancing of its 2020
and 2021 debt maturities, should production stabilize while
generating positive free cash flow.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

Whiting Petroleum Corporation is an independent exploration and
production company headquartered in Denver, Colorado, 90% of whose
production is derived from the Williston Basin's Bakken and Three
Forks formations.


WINDSTREAM HOLDINGS: Court Says Charter Comms Can't Delay Case
--------------------------------------------------------------
In the case captioned WINDSTREAM HOLDINGS, INC., et al.,
Plaintiffs, v. CHARTER COMMUNICATIONS, INC. and CHARTER
COMMUNICATIONS OPERATING, LLC, Defendants, Adv. Pro. No. 19-08246
(Bankr. S.D.N.Y.), Bankruptcy Judge Robert D. Drain determined that
the pleadings filed by the Defendants are an improper procedural
gambit and should be disregarded.

On Jan. 28, 2020, the Court entered five orders in this adversary
proceeding either granting in part and denying in part motions to
strike expert reports and/or testimony or granting such motions.
Each of the Orders was an interlocutory order; none finally decided
the underlying claims before the Court in this adversary proceeding
or ended the decision-making process with respect to those claims.


Nevertheless, the Defendants filed a pleading on Feb. 11, 2020
captioned "Objections to Bankruptcy Court's Report and
Recommendations" that characterizes the Orders as the Court's
"report and recommendations under Fed. R. Bankr. P. 9033" and seeks
to initiate the process set forth in that Rule.

Bankruptcy Rule 9033 applies in two circumstances: (i) where the
contested matter or adversary proceeding over which the bankruptcy
court is presiding is not "core" under 28 U.S.C. section 157(b)(2),
and (ii) where the bankruptcy court's exercise of "core"
jurisdiction under 28 U.S.C. section 157(b)(2) violates the United
States Constitution's prohibition of non-Article III courts' entry
of final judgments. Advisory Committee Note to Fed. R. Bankr. P.
9033 (2016). In such situations, under 11 U.S.C. section 157(c)(1)
and local rules or standing orders entered throughout the country
after Stern v. Marshall, 564 U.S. 462 (2011), bankruptcy courts
must issue proposed findings of fact and conclusions of law (not,
as the Pleading states, a "report and recommendation"), or their
final orders will be deemed such, for consideration by the district
court and de novo review of those matters to which any party has
timely and specifically objected under the procedure set forth in
Rule 9033.

The Defendants contend, though, that compliance with Bankruptcy
Rule 9033 is required with respect to the Orders. The Pleading
gives two reasons for that contention. First, Defendants state that
28 U.S.C. section 157(c) and Stern v. Marshall "do[] not limit the
matters on which a bankruptcy court is to submit proposed findings
and conclusion[s] to final orders and likewise do[] not limit the
matters for which de novo review by the district [court] is
mandated where timely and specific objections have been
asserted."Second, Defendants state that, because they have demanded
a jury trial on certain of the claims in this proceeding,
"Permitting a bankruptcy court to issue an unreviewable
interlocutory order that could potentially constrain the authority
of the Article III judge presiding over a jury trial by, e.g.,
operation of the 'law-of-the-case' doctrine or the reconsideration
limitations imposed by S.D.N.Y. Local Civil Rule 6.3, would violate
Defendants' constitutional rights under . . . the Seventh
Amendment."

According to Judge Drain, the Defendants are wrong. They cite no
cases on point and discuss none of the precedents -- including the
case previously cited to them by the Court during a prior hearing
-- that specifically refute their two contentions. Because their
Rule 9033 process is self-executing, moreover, the Defendants are
trying to impose its unwarranted delay, uncertainty and cost
without scheduling a hearing or triggering briefing regarding their
unsupported assertions. The Court therefore takes the unusual step
of issuing this Memorandum of Decision sua sponte to cut short the
ill effects of that gambit.

The Defendants' contention that the Seventh Amendment right to a
jury trial compels the issuance of findings of fact and conclusions
of law for a bankruptcy court's interlocutory rulings in matters or
proceedings where a jury trial might ultimately be conducted is
equally incorrect, Judge Drain said. As held in First Fid. Bank,
N.A., N.J. v. Hooker Invs., Inc., the possible collateral effect of
an interlocutory order on a party's jury trial right would not
transform the order into a final determination. Thus, the
bankruptcy court may decide a party's right to a jury trial in an
interlocutory ruling, let alone make rulings that might
collaterally affect such a right, without the requirement to submit
proposed findings of fact and conclusions of law.

A copy of the Court's Memorandum of Decision dated Feb. 19, 2020 is
available at https://bit.ly/2PuqRVB from Leagle.com.

Windstream Holdings, Inc., et al., Plaintiff, represented by Steven
J. Reisman -- sreisman@katten.com -- Katten Muchin Rosenman LLP &
Shaya Rochester -- shaya.rochester@katten.com -- Katten Muchin
Rosenman LLP.

Charter Communications, Inc. & Charter Communications Operating,
LLC, Defendants, represented by Brian W. Hockett  --
bhockett@thompsoncoburn.com -- Thompson Coburn LLP & John Scott
Kingston , Thompson Coburn LLP.

                   About Windstream Holdings

Windstream Holdings, Inc., and its subsidiaries provide advanced
network communications and technology solutions for businesses
across the United States.  They also offer broadband, entertainment
and security solutions to consumers and small businesses primarily
in rural areas in 18 states.

Windstream Holding Inc. and its subsidiaries filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 19-22312) on Feb. 25,
2019.  The Debtors had total assets of $13,126,435,000 and total
debt of $11,199,070,000 as of Jan. 31, 2019.

The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as counsel; PJT Partners LP as financial advisor
and investment banker; Alvarez & Marsal North America LLC as
restructuring advisor; and Kurtzman Carson Consultants as notice
and claims agent.

The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on March 12, 2019.  The committee tapped
Morrison & Foerster LLP as its legal counsel, AlixPartners, LLP as
its financial advisor, and Perella Weinberg Partners LP as
investment banker.


WOK HOLDINGS: S&P Cuts Issuer-Level Rating to 'CCC+'; Outlook Neg.
------------------------------------------------------------------
S&P Global Ratings lowered its issuer-level rating on U.S.-based
Asian-themed restaurant operator Wok Holdings Inc. (parent of P.F.
Chang’s China Bistro Inc.) to 'CCC+' from 'B'. At the same time,
S&P lowered its issue-level rating on the term loan facility to
'CCC+' from 'B'. The '3' recovery rating is unchanged.

The downgrade reflects S&P's view that Wok Holdings' capital
structure is potentially unsustainable. It's based on the
expectation that rapidly weakening operating performance in the
company's largely dine-in operations makes it vulnerable to
favorable business and financial conditions to meet its commitments
in the long term.

The negative outlook primarily reflects the difficult operating
environment and execution challenges Wok faces.

"We could lower our rating on Wok Holdings if we envision a
specific default scenario over the next 12 months, including a
shortfall in near-term liquidity or violation of a financial
covenant. We could also lower our rating if we think the company
plans to undertake a distressed exchange," S&P said.

"We could revise our outlook on Wok Holdings to stable if we
believe the company can stabilize its operating performance in the
uncertain casual-dining environment. This scenario would likely
coincide with off-premise sales exceeding the decline in dine-in
revenue and an ability to sustain margins," the rating agency said.


WORLD ACCEPTANCE: S&P Cuts ICR to 'B-' on Weaker Covenant Cushions
------------------------------------------------------------------
S&P Global Ratings said it lowered its issuer credit rating on
World Acceptance Corp. to 'B-' from 'B'. The outlook is negative.

The downgrade follows World Acceptance Corp.'s recent additional
accrual for the investigation into its (former) Mexico
operations--resulting in an aggregate accrual of $21.7 million.
Following the company's decision to increase debt under its
revolving credit facility to $583.7 million as of Dec. 31, 2019,
from $251.9 on March 31, 2019, it will have substantially higher
interest expenses.

The negative outlook reflects the company's proximity to its
fixed-charge proxy covenant, which, if breached without an
amendment or waiver, would result in an event of default and permit
creditors to accelerate the debt. S&P's base-case scenario assumes
the company will operate with charge-offs below 18% for the next 12
months and leverage of 1.5x-2.0x debt to adjusted total equity,
while improving its covenant cushions.

"We could downgrade the company in the next 12 months if it
breaches one of the covenants on its revolving credit facility, or
if we believe a breach is likely," S&P said.

S&P could revise the outlook to stable if the company is able to
improve its covenant cushions on a sustainable basis over the next
12 months.


WPX ENERGY: Moody's Confirms 'Ba3' CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service confirmed WPX Energy, Inc.'s Ba3
Corporate Family Rating, Ba3-PD Probability of Default Rating and
B1 ratings on its senior unsecured notes. The Speculative Grade
Liquidity rating was downgraded to SGL-2 from SGL-1. The rating
outlook is stable.

"While the Felix Energy acquisition is credit positive for WPX
Energy, the sharp decline in global oil and natural gas prices in
March 2020 may more than offset the benefit to its scale from the
Felix Energy acquisition," stated James Wilkins, Moody's Vice
President - Senior Analyst.

The following summarizes the ratings activity:

Downgrades:

Issuer: WPX Energy, Inc.

  Speculative Grade Liquidity Rating, Downgraded to SGL-2 from
  SGL-1

Confirmed:

Issuer: WPX Energy, Inc.

  Probability of Default Rating; Confirmed at Ba3-PD

  Corporate Family Rating; Confirmed at Ba3

  Senior Unsecured Shelf; Confirmed at (P)B1

  Senior Unsecured Regular Bond/Debenture; Confirmed at B1
  (LGD4)

Outlook Actions:

Issuer: WPX Energy, Inc.

  Outlook, Changed To Stable From Rating Under Review

RATINGS RATIONALE

The rating actions conclude the review started in December 2019
when WPX announced it had entered into an agreement to acquire
Felix Energy. The ratings confirmation, despite Moody's view that
the Felix Energy acquisition is credit positive for WPX, reflects
the drop in global oil & gas commodity prices and the expected
deterioration in WPX's credit metrics if low commodity prices
persist into 2021, when WPX's production volumes will not benefit
from significant hedges. The company has good liquidity to manage
through this period of low commodity prices.

The rapid and widening spread of the coronavirus outbreak,
deteriorating global economic outlook, falling oil prices, and
asset price declines are creating a severe and extensive credit
shock across many sectors, regions and markets. The combined credit
effects of these developments are unprecedented. The E&P sector has
been one of the sectors most significantly affected by the shock
given its sensitivity to demand and oil prices. Moody's regards the
coronavirus outbreak as a social risk under its ESG framework,
given the substantial implications for public health and safety.
The action reflects the limited impact on WPX's credit quality of
the breadth and severity of the oil demand and supply shocks, and
the company's resilience to a period of low oil prices.

WPX's SGL-2 Speculative Grade Liquidity Rating reflects good
liquidity through mid-2021, supported by availability under the
undrawn $1.5 billion secured revolving credit facility due April
2023 ($28 million of letters of credit outstanding as of December
31, 2019) and potential free cash flow. WPX plans to fund its 2020
capital expenditures with cash flow from operations. The revolver
borrowing base is currently $2.1 billion, but the commitments are
set at $1.5 billion, so the company has a cushion in future
borrowing base redeterminations. The revolver has two financial
covenants: a maximum consolidated net leverage (Net Debt / EBITDAX)
covenant of 4.25x and a minimum current ratio covenant of 1.0x.
Moody's expects the company to be in compliance with these
covenants through 2021.

WPX's Ba3 CFR reflects the expected benefits of the Felix Energy
acquisition that will partially offset the impact of low oil & gas
prices and the associated decline in capital investments, the
company's diversity of operations in the Permian and Williston
basins, a high percentage of liquids production, scale, and
sizeable reserves (proved developed reserves totaling 461 mmboe at
year-end 2019, pro forma for the Felix acquisition). WPX's liquids
production, midstream contracts that support margins (by ensuring
gathering, processing and long-haul takeaway capacity) as well as
competitive development costs, have supported improvements in
capital efficiency.

The Felix Energy acquisition increases WPX's scale, boosts its
profit margins and will contribute positive free cash flow in 2020.
The purchase expands the company's production by 23 percent, adds
around 1,500 inventory locations and increases proved developed
reserves by 135 MMboe (year-end 2019 value). In 2020, Moody's
expects WPX to seamlessly integrate the acquired Felix Energy
assets and realize acquisition synergies. WPX has hedges on close
to 80% of 2020 production and its guidance calls for it to generate
over $150 million of free cash flow at recent strip WTI oil
prices.

The stable outlook reflects Moody's expectation that WPX will
seamlessly integrate the Felix Energy acquisition and hold
production flat in 2020. The ratings could be downgraded if RCF to
debt fell below 25% or the LFCR fell below 1x. The ratings could be
upgraded if WPX continues to execute on its drilling program in a
capital efficient manner such that it grows production volumes,
maintains an LFCR ratio approaching 1.5x and RCF to debt above
40%.

The principal methodology used in these ratings was Independent
Exploration and Production Industry published in May 2017.

WPX Energy, Inc., headquartered in Tulsa, Oklahoma, is an
independent exploration and production company.


XLMEDICA INC: Hires Resnik Hayes as Bankruptcy Counsel
------------------------------------------------------
XLmedica, Inc., seeks authority from the U.S. Bankruptcy Court for
the Central District of California to employ Resnik Hayes Moradi
LLP, as bankruptcy counsel to the Debtor.

XLmedica, Inc., requires Resnik Hayes to:

   a. advice and assistance regarding compliance with the
      requirements of the United States Trustee ("UST");

   b. advice regarding matters of bankruptcy law, including the
      rights and remedies of the Debtor in regard to its assets
      and with respect to the claims of creditors;

   c. advice regarding cash collateral matters;

   d. conduct examinations of witnesses, claimants or adverse
      parties and to prepare and assist in the preparation of
      reports, accounts and pleadings;

   e. advice concerning the requirements of the Bankruptcy Code
      and applicable rules;

   f. assist with the negotiation, formulation, confirmation and
      implementation of a Chapter 11 plan of reorganization; and

   g. make any appearances in the Bankruptcy Court on behalf of
      the Debtor; and to take such other action and to perform
      such other services as the Debtor may require.

Resnik Hayes will be paid at these hourly rates:

     Partners                 $425 to $525
     Associates               $200 to $350
     Paralegals                   $135

Resnik Hayes will be paid a retainer in the amount of $21,171.  The
funds were deposited into the Firm's client trust account.  The
Firm drew down on $7,406.50 of the funds for prepetition work
related to the Chapter 11 case.

Resnik Hayes will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Roksana D. Moradi-Brovia, a partner at Resnik Hayes Moradi, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Resnik Hayes can be reached at:

     Roksana D. Moradi-Brovia, Esq.
     Matthew D. Resnik, Esq.
     RESNIK HAYES MORADI LLP
     17609 Ventura Blvd., Suite 314
     Encino, CA 91316
     Tel: (818) 285-0100
     Fax: (818) 855-7013
     E-mail: roksana@RHMFirm.com
             matt@RHMFirm.com

                       About XLmedica, Inc.

XLmedica, Inc., filed a Chapter 11 bankruptcy petition (Bankr. C.D.
Cal. Case No. 20-11634) on Feb. 13, 2020, disclosing under $1
million in both assets and liabilities.  The Debtor is represented
by Roksana D. Moradi-Brovia, Esq., at Resnik Hayes Moradi LLP.


YOUNGEVITY INTERNATIONAL: Daniel Mangless Reports 5% Stake
----------------------------------------------------------
Daniel J. Mangless disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of Jan. 15, 2020, he
beneficially owns 1,530,000 shares of common stock of Youngevity
International, Inc., which represents 5.05 percent of the shares
outstanding.  A full-text copy of the regulatory filing is
available for free at:

                       https://is.gd/Gnq1h9

                         About Youngevity

Chula Vista, California-based Youngevity International, Inc. --
http://www.youngevity.com/-- is a multi-channel lifestyle company
operating in three distinct business segments including a
commercial coffee enterprise, a commercial hemp enterprise, and a
multi-vertical omni direct selling enterprise.  The Company
features a multi country selling network and has assembled a
virtual Main Street of products and services under one corporate
entity, YGYI offers products from the six top selling retail
categories: health/nutrition, home/family, food/beverage (including
coffee), spa/beauty, apparel/jewelry, as well as innovative
services.

Youngevity reported a net loss attributable to common stockholders
of $23.50 million for 2018 following a net loss attributable to
common stockholders of $12.69 million for 2017.  As of Sept. 30,
2019, the Company had $141.18 million in total assets, $85.01
million in total liabilities, and $56.17 million in total
stockholders' equity.

Mayer Hoffman McCann P.C., in San Diego, California, the Company's
auditor since 2011, issued a "going concern" qualification in its
report dated April 15, 2019, on the consolidated financial
statements for the year ended Dec. 31, 2018, citing that the
Company has recurring losses and is dependent on additional
financing to fund operations.  These conditions raise substantial
doubt about the Company's ability to continue as a going concern.


ZDN INC: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of ZDN Inc.
  
                        About ZDN Inc.

ZDN Inc., which conducts business under the name BlackJack Pizza,
owns and operates a pizza store in Firestone, Colo.  ZDN filed a
Chapter 11 petition (Bankr. D. Col. Case No. 20-10887) on Feb. 10,
2020.  At the time of the filing, the Debtor disclosed assets of
between $100,001 and $500,000and liabilities of the same range.
Judge Elizabeth E. Brown oversees the case.  Holland Law Office
P.C. is the Debtor's legal counsel.


[*] S&P Takes Various Actions on Cos. in Lodging, Leisure Sector
----------------------------------------------------------------
The lodging and leisure sector is currently facing an unprecedented
decline in revenue and will continue to do so for as long as there
are bans and restrictions on travel and consumer activity related
to the coronavirus pandemic. In addition, S&P believes an economic
recession is likely in the U.S. and Europe this year and consumer
discretionary spending will be slower than its assumptions in its
previous base case forecast.

As a result, S&P is taking the following actions in various
sectors:

Lodging, timeshare and traditional travel agencies

For as long as they are in place, restrictions on travel and
consumer activity will cause a significant decline in revenue at
travel-related companies. This is also driving a very high number
of group hotel booking cancellations and deferrals, and business
and leisure transient cancelations and postponements causing
occupancy, average daily rate, and revenue per available room
(RevPAR) at hotels to decline significantly. S&P's economists have
also forecasted a recession in the U.S. and Europe and a
significant lowering of GDP growth in China and globally. Last
week, S&P published placeholder assumption for RevPAR to decline
5%-10% in the U.S., 10%-20% in Europe, and more than 20% in Asia.
In the interim, S&P's macroeconomists have forecasted a recession.
S&P will lower these RevPAR placeholder assumptions in the coming
weeks as events unfold. In the lodging sector, hotel owners bear
the fixed costs of the hotel, and S&P believes they will experience
more margin degradation this year due to declining RevPAR. Hotel
managers and franchisers with leverage cushion, and cash flow and
spending flexibility, will likely experience less margin decline.
S&P expects that companies will take, and have already taken,
significant cost cutting and other liquidity preservation
measures.

"We believe timeshare companies will also face stress on timeshare
sales to new owners primarily because travel restrictions will
cause the industry's primary marketing tool, tours, to decline
significantly in destination (and possibly all) markets. Timeshare
companies typically have recurring revenue in the form of
management fees charged to timeshare home-owners associations
(HOAs), and also have the ability to upsell more points to existing
owners. However, we believe the anticipated U.S. economic recession
could hurt all timeshare revenue sources." Depending upon its
severity and impact on capital markets, it may also cause loss
ratios to rise if timeshare consumer loans experience higher
defaults, or cause borrowing costs in the timeshare asset-backed
lending markets to increase for a prolonged period," S&P said.

Depending upon the depth and longevity of the travel and lodging
downturn, and of the anticipated U.S. and European recessions, the
range of outcomes may vary widely for revenue, EBITDA, leverage,
and liquidity in coming months and this year. S&P plans to update
its base case forecasts and publish them as soon as practical.
Ratings on CreditWatch reflect significant anticipated stress on
revenue and cash flow over the next several months, or possibly
longer, that could cause S&P to lower ratings over a short
timeframe, even if companies currently have a good level of
leverage and liquidity cushion. Outlook revisions to negative
reflect the possibility of a downgrade over a longer period.
Ratings downgrades reflect operating metrics and leverage measures
that were already weak compared to downgrade thresholds at the
previous rating and are likely to deteriorate over the next year.

S&P ranked the following actions in ratings order. If the rating is
the same, there is no particular order. S&P plans to publish
individual write-ups for many of these companies as soon as
practical.

  Issuer                              To              From
  Marriott International Inc.
                                 BBB/Neg/A-2       BBB/Stable/A-2
  Hyatt Hotels Corp.
                                 BBB/Watch Neg     BBB/Stable
  Hilton Grand Vacations Inc.
                                 BB+/Watch Neg     BB+/Stable
  Host Hotels & Resorts Inc.
                                 BBB-/Watch Neg.   BBB-/Stable
  Hilton Worldwide Holdings Inc.
                                 BB+/Watch Neg     BB+/Stable
  Marriott Vacations Worldwide
                                 BB/Neg            BB/Stable
  Wyndham Destinations Inc.
                                 BB-/Neg           BB-/Positive
  Extended Stay American Inc.
                                 BB-/Watch Neg     BB-/Stable
  Playa Hotels & Resorts N.V.
                                 B/Watch Neg       B/Stable
  Travel Leaders Group LLC
                                 B/Watch Neg       B+/Neg
  Lakeland Holdings LLC
                                 CCC+/Neg          B-/Stable
  Aimbridge Acquisition Co. Inc.
                                 CCC+/Neg          B/Watch Neg

Out of home leisure entertainment and consumer goods

S&P's economists believe a U.S. recession in 2020 is likely and it
believes consumer discretionary spending will slow as a result. In
addition, restrictions and closures of out-of-home leisure
entertainment options to prevent group gatherings will cause
revenue at some rated issuers to fall significantly, possibly to
near zero for a prolonged period.

Fitness companies have closed gyms, and until they reopen, these
companies face a very low- or zero-revenue scenario over the coming
weeks and possibly months. Although fitness companies will again
generate recurring revenue from membership dues once gyms reopen,
lost members through attrition is also very high in the industry
and at risk of rising. It may be very difficult to replace lost
members through converting new members over the next several months
or longer. Out-of-home entertainment and sports companies face
significant revenue declines as long as stores are closed and
events are postponed or canceled. Companies that sell large ticket
discretionary consumer items like boats and recreational vehicles
(RVs), will likely experience sales declines during the anticipated
recession. S&P believes many companies are probably taking
liquidity preservation actions in the form of reduced spending on
labor and capital projects, and expanding lines of credit or
drawing availability under them and placing cash on the balance
sheet. Fitness and out-of-home entertainment companies facing near
zero revenue scenarios are probably taking the most drastic
preservation actions to the extent currently possible.

Depending upon the depth and longevity of restrictions and closures
of out-of-home entertainment, fitness and sports options, and of
the anticipated U.S. and European recessions, the range of outcomes
may vary widely for revenue, EBITDA, leverage, and liquidity in
coming months and this year. S&P plans to update its base case
forecasts and publish them as soon as practical. Ratings on
CreditWatch reflect significant anticipated stress on revenue and
cash flow over the next several months, or possibly longer, that
could cause it to lower ratings over a short time frame, even if
companies currently have a good level of leverage and liquidity
cushion. Outlook revisions to negative reflect the possibility of a
downgrade over a longer period of time. Ratings downgrades reflect
operating metrics and leverage measures that were already weak
compared to downgrade thresholds at the previous rating and are
likely to deteriorate over the next year.

"We ranked the following actions in ratings order. If the rating is
the same, there is no particular order. We plan to publish
individual write-ups for many of these companies as soon as
practical," S&P said.

  Issuer                            To              From

  Brunswick Corp.
                             BBB-/Watch Neg/A-3   BBB-/Neg/A-3
  Speedway Motorsports LLC
                             BB+/Watch Neg        BB+/Neg
  NASCAR Holdings LLC
                             BB/Watch Neg         BB/Stable
  Mattel Inc.
                             B+/Neg               BB-/Neg
  ASM Global Parent Inc.
                             B+/Watch Neg         B+/Stable
  Fitness International LLC
                             B/Watch Neg          B+/Stable
  Recess Holdings Inc.
                             B/Watch Neg          B/Stable
  PlayPower Holdings Inc.
                             B/Watch Neg          B/Stable
  CWGS Enterprises LLC
                             B-/Watch Neg         B/Neg
  SP PF Buyer LLC (Pure Fishing)
                             B-/Neg               B/Neg
  Kingpin Intermediate Hldgs LLC
                             B-/Neg               B/Stable
  Tornante - MDP Joe Holding LLC
                             B-/Neg               B-/Stable
  World Endurance Holdings Inc.
                             B-/Neg               B/Stable
  Airxcel Inc.
                             B-/Watch Neg         B/Neg
  Equinox Holdings Inc.
                             B-/Watch Neg         B-/Stable
  Life Time Inc.
                             B-/Watch Neg         B/Stable
  Bulldog Purchaser Inc.
                             B-/Watch Neg         B/Stable
  CDS Group
                             B-/Watch Neg         B/Neg
  Topgolf International Inc.
                             CCC+/Neg             B-/Stable
  United PF Holdings LLC
                             CCC+/Neg             B/Stable
  Excel Fitness Holdings Inc.
                             CCC+/Neg             B/Stable
  ClubCorp Holdings Inc.
                             CCC+/Neg             B-/Neg


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
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equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
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available at your local bookstore or through Amazon.com.  Go to
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
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                            *********

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